Waiver of Notice and Consent: Everything You Need to Know
Waiver of notice and consent is the document that legally consents to waive one's right to receive a formal notice.3 min read
2. Consequences of Issuing a Waiver of Notice
3. Waiver of Notice for Corporate Purposes
4. Waiver of Notice for Special Board Meeting
What Is a Waiver of Notice?
A waiver of notice document legally waives the requirement of a formal notice, usually, in order to speed up legal proceedings. It may be used in various situations such as:
- Probating a will
- Serving a legal document
- Holding an emergency board meeting.
For instance, let's say, “A” dies, and his estate is to be distributed among his heirs. The probate court must issue a public notice about the proceeding. However, if those having an interest in A's assets consent to waive the notice, the court can begin the proceedings without issuing any notice regarding the will.
Although a waiver of notice is helpful in expediting legal procedures, it can also be risky for interested parties who want to keep a close watch on the case. Note that a waiver of notice does not affect your right to information; it only waives your right to a prior notice.
Consequences of Issuing a Waiver of Notice
Along with a waiver of notice comes the risk that an interested party may miss an important proceeding.
Since probate proceedings deal with sensitive issues like trusts and wills, giving proper notice to interested parties is an essential requirement of such proceedings. In a will probating proceeding, a waiver of notice usually consents to appointing an administrator and gives up the right to receive a notice of the hearing.
A waiver of notice expedites the proceedings of a probate court. It saves you time and money in the proceedings, which would otherwise involve higher legal fees and long waits for the heirs.
A waiver of notice in a probate proceeding sets the ground to open the estate for review without any formal hearing or discussion to replace the proposed executor. However, once you sign a waiver, you will not be in a legally strong position to challenge the validity of a will or the manner in which the estate was distributed among the heirs.
Another common type of waiver in probate court proceedings is the waiver of notice of settlement. This waiver does away with the requirement to receive a notice of settlement proceedings. However, it does not impact the validity of any court settlement.
Waiver of Notice for Corporate Purposes
In corporate situations like board meetings and committee meetings, a waiver of notice gives an assurance that the business transacted in the meeting is considered valid and legal, even though no notice is issued to the concerned parties.
Corporate attorneys advise that all directors should sign the waiver of notice before the date of the meeting. A waiver of notice may also be issued for future meetings. To be on the safer side, you should attach a duly signed copy of the waiver to the minutes of the relevant meeting. You can use the Intelligent Questionnaire to prepare a waiver of notice quickly for the first board meeting.
To prepare a waiver of notice for the first board meeting, it's imperative that you know the time and venue of the meeting. If the time and place for the meeting are not yet decided, you should wait for these details before sitting down to prepare the waiver. However, you must prepare the waiver before the meeting. You can then take this document to the meeting and get everyone's signature on it.
The California Corporations Code requires you to file the waivers of notice along with the corporate records or as part of the minutes of the meeting.
Another corporate situation for issuing a notice of waiver is when an employee required to serve a minimum notice period must resign quickly from his or her position. The employee in such situations may request the employer to waive the notice period.
Waiver of Notice for Special Board Meeting
- For legally protecting the decisions taken in a special board meeting convened without proper notice, you should get the directors' signature on the minutes of the meeting.
- Additionally, you should also prepare a waiver of notice and get the directors to sign it.
- As a director, you can also use the waiver of notice as a tool of protection. If you feel you are being pushed into making a certain decision, you may avoid signing the waiver of notice for the said meeting.
If you need help with waiver of notice and consent, you can post your legal need on UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.