Massachusetts Corporation Changes: Adding or Removing Shareholders, Directors, and Officers
How to Add or Remove an Officer in a Massachusetts Corporation
Officers are people that handle the daily activities within a corporation. The process of adding or removing corporate officers gets established during incorporation in Massachusetts through a legal document called the bylaws. Corporate bylaws address how your corporation adds or removes individuals from the officer role. Your board of directors assumes a resolution recorded in corporate minutes under the umbrella of any restrictions for adding or removing officers in the corporation. Changing officers of a corporation involves filing the articles of incorporation while adhering to Massachusetts state codes. Directors add officers formally at an annual directors meeting but can do so at any time within the scope of the bylaws. After recording minutes of a decision, the directors notify the Massachusetts secretary of state to update its records of the articles of incorporation with a statement of information. Our attorneys can help you prepare corporate bylaws or minutes.
How to Add or Remove Shareholders of a Corporation in Massachusetts
Adding shareholders to a Massachusetts corporation involves selling corporate stock. When someone receives shares of stock, they officially become a shareholder. The bylaws detail the rules for selling stock and adding shareholders, but typically, existing shareholders approve the stock sale. The amount of shareholders and stock class depends on the type of corporation. Shareholders get removed from a corporation when they sell all of their shares of stock. The rules, restrictions, and resolutions involving shareholders get written in a shareholders’ agreement, which outlines shareholder rights, privileges, and obligations. If the shareholder violates the agreement, he or she may be removed involuntarily. Let the Massachusetts business lawyers at Spiegel & Utrera, P.A. help you create a professional shareholders’ agreement.
How to Add or Remove Directors in a Corporation
To add directors to a corporation, shareholders host a meeting and vote on whether or not to add an individual as a corporate director. The primary role of a corporate director is to act on behalf of the shareholders in corporate operations. You can include additional directors by amending the articles of incorporation and acknowledging respective edicts and processes in the corporate bylaws. Typically, the shareholders in a corporation need to achieve a majority vote in favor of adding the corporate director. The method to remove directors from a corporation is the same; shareholders vote on expulsion and amend the articles of incorporation respective to their corporate bylaws. Our Massachusetts lawyers at Spiegel & Utrera, P.A. can help you amend your articles of incorporation and include additional directors.
We can help with your corporate changes and concerns
At Spiegel & Utrera, P.A., our professional attorneys have formed corporations in Massachusetts successfully for decades. We prepare articles of incorporation, shareholder agreements, and bylaws with the special provisions required for your corporation to operate in the way you want it to and so that you get protected to the fullest extent of the law. A corporation has a high ceiling of potential and is a formidable entity for asset and liability protection, favorable taxes, and flexible membership options—with the correct guidance.
