Check how notice of a stockholder meeting is given
Key facts
- Human involvement
- YellowClose supervision
- How AI is used
- List the method the draft uses and the mailing address or electronic-mail address on the corporation's records that it uses. Do not say the notice was effective.
- What the lawyer must review
- You decide whether notice was given. Section 222(a) requires notice of a stockholder meeting to be given in accordance with § 232. Section 232(a) says any notice to stockholders under this chapter, the certificate, or the bylaws may be given in writing directed to the stockholder's mailing address, or by electronic transmission directed to the stockholder's electronic mail address, as it appears on the records of the corporation. If mailed, notice is given when deposited in the United States mail, postage prepaid. If delivered by courier, it is given at the earlier of when it is received or left at the stockholder's address. If given by electronic mail, it is given when directed to that electronic mail address, unless the stockholder has notified the corporation in writing or by electronic transmission of an objection to receiving notice by electronic mail, or subsection (e) prohibits it. A notice by electronic mail must include a prominent legend that the communication is an important notice regarding the corporation. Section 232(b) says the corporation may give notice by electronic mail under subsection (a) without the consent that subsection (b) otherwise requires for another form of electronic transmission. Subsection (e) says notice may not be given by an electronic transmission from and after the time the corporation is unable to deliver two consecutive notices by that transmission and that inability becomes known to the secretary, an assistant secretary, the transfer agent, or other person responsible for giving notice. An inadvertent failure to discover that inability shall not invalidate any meeting or other action. Section 141(b) is the board of the Delaware corporation this notice concerns. Do not treat posting, or a delay after posting, as the time notice is given unless the method is one § 232 actually times that way. The tool does not say the notice was effective.
- Written for / version
- United States versionUS
Who does what
| Role | What they do |
|---|---|
| Assistance | Potential support includes preparing preliminary structure or wording. Confirm the tool’s capability and permitted scope. |
| Lawyer | Set the scope, supervise the work closely, verify every part relied on, resolve omissions and exceptions, and approve the exact output. |
Checklist
- Confirm the output against the client’s instructions and the complete relevant source material, including omissions or contradictions.
- Resolve exceptions and record the responsible lawyer’s approval of the exact output and intended use.