The Yale Law Journal

Meredith Foster

Note

Special Meetings and Consent Solicitations: How the Written-Consent Right Uniquely Empowers Shareholders

Meredith Foster

Despite a decline in takeover defenses, provisions barring shareholders from acting by written consent remain intact. Companies frequently argue that the written-consent right is unnecessary because it is equivalent to the right to call a special meeting. This Note shows why that equivalence is fals…