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This video tutorial discusses the resolution in lieu of an annual general meeting. The board of directors calls for an AGM and sends notice to shareholders as required by law. The notice must include dates, time, location, and agenda, sent 21 days prior. Notices can be sent via email if allowed in the company's memorandum of incorporation. AGMs can be called on short notice with shareholder agreement. The chairperson runs the AGM, and a nominated person takes meeting minutes. Shareholders have the right to appoint a proxy.