Free Shareholder’s Consent in Lieu of a Meeting

Used by the shareholders of a corporation to approve business decisions without holding a formal meeting.

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Suppose your company has decided to take an action that requires shareholder approval. Getting all of your shareholders together for a meeting to vote in favor of the action can be challenging, especially if it’s something everyone is already in agreement with anyway. An alternative is creating a  Shareholders’ Consent in Lieu of a Meeting form. 


Using a Shareholder’s Consent in Lieu of a Meeting allows you to avoid the potentially time consuming process of sending notice and holding a meeting. Simply have the shareholders execute the consent form and a company resolution can be passed.

Frequently Asked Questions


A form used by the shareholders of a corporation to approve business decisions without the necessity of holding a formal meeting. 

The shareholder consent replaces the time and process of calling a meeting over an easily agreeable decision. Especially if your company does not have a large number of shareholders, this document still offers a recorded trail of a meeting without actually having a meeting.

The consent form is fairly straightforward and requires:

  1. Date: Enter the date this document is being created.

  2. Governing Law: Select which State’s laws will govern the terms of this document.

  3. Corporate Details: List the official legal name, state of formation, and address of the company.

  4. Shareholders: Identify who will be signing this resolution. Give the shareholder’s name and the number of shares they hold.

    1. The resolution may be executed in counterparts. This means that each party signing the document may execute a separate but identical copy of the agreement. Collectively, the executed copies form a complete document.

  5. Extent of Consent: Specify whether unanimous or necessary consent must be obtained to approve the attached resolution.


In general, major decisions that affect the structure, management, or ownership of the corporation have to be approved by its shareholders. These include, but are not limited to, mergers, reorganization, election of directors, creation of additional classes of stock.

Please Note: Each state may have different requirements for corporations and the types of decisions that shareholders are required to make.

As many shareholders as is necessary to approve the accompanying resolution are to sign this consent form.

The consent form provides an official record for the company to file in place of a meeting. The consent to be filed along with a Resolution to show that an official decision was reached and approved by the shareholders.


With our proprietary form generator, it will take you a few minutes to create your customized Shareholders’ Consent in Lieu of a Meeting without Meeting form.

You will be guided through each part of the process to create the document. Once complete, your document will be available for immediate download as either pdf or word document from your secure online account.  


Generally, a Shareholders’ Consent in Lieu of a Meeting does not need to be notarized.