Shareholder Meeting Minutes: Approving Dissolution (Minnesota)

This legal template, titled "Shareholder Meeting Minutes: Approving Dissolution (Minnesota)", is a document that outlines the official record of a shareholder meeting held in the state of Minnesota, specifically to discuss and approve the dissolution of a company. It is commonly used by companies incorporated as corporations or limited liability companies (LLCs) in Minnesota and provides a comprehensive snapshot of the discussions, decisions, and actions taken during the meeting pertaining to the dissolution process.

The template typically begins by stating the date, time, and location of the shareholder meeting, along with a list of attendees such as shareholders, directors, officers, legal counsel, and any other relevant individuals present. It will also specify whether a quorum was reached, which is typically a minimum number of shareholders needed for the meeting's decisions to be valid.

The document then proceeds to record the various matters discussed during the meeting, with a focus on the proposed dissolution. It may include an overview of the reasons leading to the consideration of dissolution, legal requirements to be met, and potential legal consequences or liabilities associated with this decision.

The minutes will note any presentations, reports, or financial statements that were presented to shareholders, allowing them to make informed decisions. Discussions between shareholders, directors, or officers can be summarized, including any concerns, opinions, or questions raised.

The template also details the resolution(s) proposed for dissolution, along with any amendments, if applicable. It specifies the motion made, who made it, and who seconded it. This section may also highlight any specific voting requirements prescribed by the company's governing documents or Minnesota state law that must be met to pass the dissolution resolution.

If the resolution is approved, the minutes will record the voting results, mentioning the number of votes for, against, or abstaining. It may also note any documents or legal forms required to be filed with the state authorities to initiate the formal dissolution process. Additionally, any other significant decisions or actions taken during the meeting, such as the appointment of a liquidator or the authorization to sell company assets, could also be included in the minutes.

Overall, this template serves as critical evidence of the discussions and decisions made by the shareholders, ensuring transparency, accountability, and compliance with legal requirements during the dissolution process of a company in Minnesota.