Document background
The Written Resolution In Lieu Of Annual General Meeting is a vital corporate governance tool under Irish law, specifically provided for in the Companies Act 2014. This document type is particularly valuable when companies wish to avoid the time and expense of conducting a physical AGM, or when gathering all shareholders in one location proves impractical. It can be used by private companies where all shareholders entitled to attend and vote at an AGM agree to handle the business in writing instead. The resolution must address all matters that would typically be dealt with at an AGM, including consideration of financial statements, director appointments, and auditor appointments. This written resolution procedure has gained increased relevance in recent years, especially following the adoption of more flexible corporate governance practices. The document must comply with Irish statutory requirements and the company's constitution, and once signed by all eligible shareholders, has the same effect as resolutions passed at a physical AGM.
