Meeting Call: Key Sections in the Bylaws of Your Company in Barcelona
Meeting Call: Key Sections in the Bylaws of Your Company in Barcelona
The call for a meeting is one of the most important processes within the life of a company. It is during these meetings that partners gather to make key decisions about the company’s direction. However, for a meeting to be conducted correctly, it must meet certain formal requirements, which are often defined in the company’s bylaws. At AGL Consultores, a legal advisory firm in Barcelona, we explain which sections the meeting call should include in the bylaws and how to manage it properly.
- What is the Meeting Call? The meeting call is the formal procedure through which partners of a company are notified that a meeting will be held to make important decisions. This meeting, also known as the General Meeting, can be either ordinary or extraordinary, depending on its frequency and the matters to be discussed.
At AGL Consultores, we help you establish the proper procedures for meeting calls, ensuring that all legal requirements are met precisely.
- Key Sections for the Meeting Call in the Bylaws The company’s bylaws must include certain rules and sections regulating how the meeting call will be conducted. Some of the key sections that should be clearly defined include:
- Who can call the meeting: Typically, it is the administrative body’s responsibility, but the bylaws may allow other mechanisms, such as calling at the request of a certain percentage of partners.
- Notice period: The call should be made with sufficient notice so that partners have time to arrange their attendance. Generally, the law requires a minimum of 15 days, but the bylaws may extend this period.
- Method of notification: The law states that the call can be made via letter, email, or even by electronic means if allowed by the bylaws. Defining the method in the bylaws is crucial to avoid misunderstandings. Recently, company websites have become a common platform for calls if mentioned in the bylaws.
- Venue and date: The bylaws should specify how the meeting location is determined, usually at the company’s registered office unless another place is agreed upon.
- Agenda: The agenda lists the topics to be discussed during the meeting. It is essential to include it in the call so that partners are aware of the matters in advance.
At AGL Consultores, we help you structure your company’s bylaws so that the meeting call is clear and effective, complying with all legal requirements.
- Types of Meetings and Their Requirements Depending on the type of meeting called, the requirements may vary:
- Ordinary General Meeting: Held once a year to approve annual accounts and decide on profit distribution or administration renewal.
- Extraordinary General Meeting: Can be called at any time for urgent decisions that cannot wait until the next ordinary meeting.
The bylaws should specify any differences in procedures for ordinary and extraordinary meetings.
- Participation and Voting in the Meeting Another important section the bylaws should address is how participation and voting will be managed during the meeting. This includes:
- Quorum requirements: The minimum number of partners present or represented for the meeting to be valid.
- Voting rights: How votes are distributed among partners according to their shares or stakes. Generally, each share or stake provides one vote, but this can be modified in the bylaws.
At AGL Consultores, we help define these aspects in the bylaws to ensure efficient and legally compliant meetings.
- Minutes of the Meeting and Registration After the meeting, it is mandatory to prepare minutes that record all decisions made. The bylaws should outline how these minutes will be documented and who will be responsible for their drafting. Additionally, in some cases, the minutes must be notarized, especially for significant decisions like bylaw amendments or capital increases.
At AGL Consultores, we ensure that meeting minutes are properly drafted and recorded, guaranteeing that all decisions are duly documented.
- Additional Legal Requirements The bylaws may also include optional sections regulating specific situations, such as the possibility of holding virtual meetings, procedures for contesting resolutions, or penalties for unjustified absences of partners.
At AGL Consultores, we advise you to ensure that your company’s bylaws are fully aligned with current legislation and meet your company’s specific needs.
Conclusion: The meeting call is a key process in the life of a company and must be clearly regulated in the bylaws to prevent future issues. At AGL Consultores, we help structure and manage meeting calls so that the entire process is conducted efficiently and in compliance with legal requirements.
If you need assistance with drafting or amending your company’s bylaws or managing meeting calls, contact AGL Consultores, a legal advisory firm in Barcelona. Our team is here to support you through the entire process. Click here for more information!