Waiver of Notice Help Guide

A waiver of notice is a written acknowledgment from people eligible to attend a company meeting stating that they are giving up their right to receive formal notice of the meeting. It allows meetings to take place legitimately even when they are called at the last minute without the normal required notice according to the company's formation document.

Alternatively, it allows eligible attendees to opt out of the company's notice requirements. Eligible attendees could decide to opt out of formal notice for various reasons. For example, an eligible attendee could be disinterested in attending a specific meeting or prefer to be notified of meetings in informal ways, such as by email or from their spouse who is an owner or employee.

Whatever your reasons may be to waive notice of a company meeting, LegalNature's waiver of notice can be customized to suit your needs. The following aspects of the waiver will help make it clear that formal notice is not required.

Company Name

Enter the company's name exactly as it appears on your articles of incorporation or articles of organization filed, or to be filed, with the state.

Meeting Type

A company may have many different types of meetings. Generally, the most common meetings are as follows:

  • Regular meetings accounted for in the company's bylaws or organizational documents and often held at regular intervals such as monthly or quarterly.
  • Special meetings out of the ordinary course of the company's business and that do not occur on a regular basis.
  • Annual meetings required by company documents and state law to be held once a year, such as shareholders' meetings.

Meeting Persons

A company may have meetings with people holding many different titles. The most common meeting persons within a company are as follows:

  • Shareholders
  • Board of directors
  • Members
  • Board of managers

Meeting Date and Time

Enter the actual meeting date and time. Generally, the notice of meeting is given well in advance of the meeting date. However, a waiver of notice may be provided any time before the meeting to preemptively waive the notice requirement or after the meeting as evidence that notice was not necessary to begin with.

Meeting Purpose

The company may inform the meeting attendees of the purpose or agenda for the meeting. For example, the meeting could be to "approve the annual budget," "discuss the delegation of authority to sell certain assets," and "consider declaring dividends." You may wish to specifically reference the purposes and details of this meeting to confirm your waiver and consent to the business conducted at that meeting.

Signatory Names and Final Steps

Enter the names of everyone waiving notice and have them sign this waiver form. All original signatures can be inked on one document at the same time or each person can sign their own copy separately at any time. Copied and scanned signature pages are considered valid as well. Once it is signed, the signer should return a copy of the form to the company. The company's designated officer, owner, or employee in charge of maintaining the company's records will attach the waiver to all the corporate documents to evidence the waiver of notice.

Table of content
Was this helpful? /

Can't find what you are looking for?

Contact us here.