
Invalidation of company minutes and resolutions
A general-meeting or board decision conflicting with the law, articles of association or essential formalities may be challenged through an appropriate claim. Identify the defect and its effect on validity precisely.
Request a consultationInvalidation of company minutes and resolutions
A general-meeting or board decision conflicting with the law, articles of association or essential formalities may be challenged through an appropriate claim. Identify the defect and its effect on validity precisely.
Important aspects of this matter
Point 1
Copy of the minutes and registered notice or relevant registration application
Point 2
The articles of association, statutory rules and the body competent to adopt the contested resolution
Point 3
Meeting notices, attendance records, quorum, votes and signatures
Point 4
The effect of the decision on the rights of the objecting party and the actions taken on the basis of it

Legal points and course of action
A challenge to a resolution may involve seeking invalidation of the decision, cancellation of its registration or other consequential measures. The relief sought must match the defect alleged and the consequences of the decision.
In every case, compare the company’s current registration records, internal documents and actual events. Similar case labels do not mean that the relief sought, opposing party or legal outcome will be the same.
Related topics
Registration of company changes and meeting minutes
General-meeting and board minutes; changes to directors, capital, address, business objects and authorised signatories.
Liability of the managing director and board members
Directors’ liability to the company, shareholders and third parties, and the distinction between company debts and personal liability.
partner or shareholder dispute in an Iranian company
Disputes over management, profits, voting rights, document access, general-meeting decisions and performance of members’ agreements.
partner or shareholder exit from an Iranian company
Routes for a member’s exit, transfers of shares or capital interests, capital reduction and the effects of earlier liabilities.
Relevant legal sources
Iranian Commercial Code («قانون تجارت»)
Iranian Act Amending Part of the Commercial Code
Iranian Companies Registration Act
This list identifies the principal legal provisions relevant to the page. The applicable law and amendments must be checked against the dates, subject matter and circumstances of each case.
The official texts and latest amendments are available in the National Database of Iranian Laws and Regulations.
Frequently asked questions
Methods of contact
For legal advice or follow-up on a case, contact us using one of the methods below.