Shareholder meeting: consent to short notice

Consent from shareholders for holding a general meeting of a private limited company on short notice, to be signed by shareholders representing the minimum required aggregate percentage of the company’s total shares.

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When do I use this document?

  • for shareholders to consent to holding a general meeting of the company on short notice
  • for the general meeting of a private limited company

What are the key features?

  • form of notice from shareholder(s) to the company
  • alternative forms of notice depending on whether it will be signed by a single shareholder or multiple shareholders

What else do I need to know?

The notice period for a general meeting of a private limited company is 14 clear days unless the company’s Articles of Association specify a longer period.  However, the meeting can be held on shorter notice than 14 days, provided that the Articles of Association do not mandate a minimum period of notice.

Shareholders holding at least 90% in nominal value of the voting shares may consent to a meeting being held on short notice.  This percentage can be increased in the Articles of Association to a maximum of 95%.

Note that notice of the meeting must still be given.

What other documents are available?

Related documents for calling and holding general meetings include:

When do I use this document?

  • for a share sale transaction
  • where confidential information about the target company will be disclosed to a potential buyer
  • for a longer form NDA with strong legal protections for the seller and target company

What are the key features?

  • 17 clauses over 9 pages
  • definitions of Confidential Information and Proposed Transaction
  • confidentiality obligations
  • authorised recipients of Confidential Information 
  • circumstances permitting compulsory disclosure 
  • procedure for returning Confidential Information to the seller 
  • prohibition on the buyer poaching the target company’s employees
  • contractual remedies for breach of the NDA, including contractual indemnity in favour of the seller and target company
  • duration of agreement

What else do I need to know?

It’s quite common that some clauses of an NDA may be resisted by the receiving party. The guidance notes which accompany this document explain how provisions, such as the following, might be negotiated to reach mutual agreement.

    • non-solicitation covenants
    • a contractual indemnity for breach of the confidentiality obligations
    • the duration of the agreement

The guidance notes which accompany the document explain how these provisions might be negotiated to reach agreement.

What other docs are available?

For a shorter form of confidentiality agreement for a company sale transaction, see

Explanatory Guides

As with all of our document templates, your purchase will include access to clear explanatory guidance on the document and its use.

Updated by a lawyer on 26/08/2024

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