---
title: "Check a stockholders' call of a special meeting"
url: "https://ailawframework.com/practice/commercial-and-corporate-advisory/check-a-members-call-of-a-general-meeting/united-states"
type: "task_jurisdiction_version"
site: "AI Law Framework"
id: "A1-JU20261022-23-US"
practice_area: "Commercial & Corporate Advisory (contracts, company law, governance)"
tier: "yellow"
lawyer_review: "required"
jurisdictions: ["US"]
last_reviewed: "2026-10-22"
---

# Check a stockholders' call of a special meeting

> From the certificate, the bylaws and the notice, list the persons calling the meeting and quote the clause, if any, that authorises them to call it. Do not send the notice.

Canonical page: https://ailawframework.com/practice/commercial-and-corporate-advisory/check-a-members-call-of-a-general-meeting/united-states  
Last reviewed: 2026-10-22

Site index for agents: https://ailawframework.com/llms.txt

## Key facts

| Fact | Value |
| --- | --- |
| Practice area | [Commercial & Corporate Advisory (contracts, company law, governance)](https://ailawframework.com/practice/commercial-and-corporate-advisory.md) |
| Human involvement | Yellow: Lawyer and AI draft together |
| How AI is used | From the certificate, the bylaws and the notice, list the persons calling the meeting and quote the clause, if any, that authorises them to call it. Do not send the notice. |
| What the lawyer must review | The lawyer decides whether § 211(d) and the certificate or bylaws authorise those persons to call the meeting. A special-meeting notice must state the purpose or purposes for which the meeting is called, under § 222(a), and must be given in the § 222(b) period unless the chapter provides otherwise. |
| Written for | United States |
| Applies to | [Check a members' call of a general meeting](https://ailawframework.com/practice/commercial-and-corporate-advisory/check-a-members-call-of-a-general-meeting.md) |

## Checking plan

- What the AI does: From the certificate, the bylaws and the notice, list the persons calling the meeting and quote the clause, if any, that authorises them to call it. Do not send the notice.
- Basis: Checked against the linked sources on 22 October 2026. Confirm the current instrument before reliance.

## Notes

- Authority to call is in the certificate or the bylaws, or in the board. A percentage of votes on the stock ledger does not, by itself, authorise the call.
- The meeting may be held solely by remote communication if the board authorises it under § 211(a).

## Sources

- [Delaware General Corporation Law, Subchapter VII, including §§ 211(d) and 222](https://delcode.delaware.gov/title8/c001/sc07/index.html) (checked 2026-10-22)
- [ABA Model Rule 1.1, Comment 8](https://www.americanbar.org/groups/professional_responsibility/publications/model_rules_of_professional_conduct/rule_1_1_competence/comment_on_rule_1_1/) (checked 2026-10-22)

*Practice guidance for planning and review. Confirm current primary sources and the requirements of the actual matter. This is general information, not legal advice.*
