Legal Definitions - majority-consent procedure

A majority-consent procedure is a legal provision that allows shareholders of a corporation to make decisions without having to hold a formal meeting. Instead, they can act by written consent of the holders of a majority of shares. This procedure is available in some states, including Delaware.

Let's say a corporation has 100 shares outstanding. The majority-consent procedure would allow the holders of 51 shares to make decisions on behalf of the entire corporation without having to hold a meeting. For example, they could vote to approve a merger or acquisition, elect new board members, or make changes to the corporation's bylaws.

This procedure can be useful for corporations that have a large number of shareholders or when it is difficult to schedule a meeting. It also allows decisions to be made more quickly than if a meeting were required.