19 Pa. Code § 23.13 - Shareholder right to call special meetings of shareholders

Section 1755(b)(2) of the BCL (relating to time of holding meetings of shareholders) provides that, unless otherwise provided in the articles, the shareholders entitled to cast at least 20% of the votes that all shareholders are entitled to cast at the particular meeting may call a special meeting of the shareholders. Section 2521 of the BCL (relating to call of special meetings of shareholders) provides that the shareholders of a registered corporation shall have no statutory right to call a special meeting of the shareholders. The statement in the articles eliminating this shareholder right to call a special meeting of the shareholders of a nonregistered corporation usually reads as follows:

The shareholders of the corporation shall not be entitled to call a special meeting of the shareholders of the corporation.

Notes

19 Pa. Code § 23.13

The provisions of this § 23.13 adopted April 17, 1992, effective 4/18/1992, 22 Pa.B. 1993.