Legal Question in Business Law in Colorado

What do I have to do to delete an officer and their shareholder's percent of stock ownership for a sub-s corp in Colorado


Asked on 3/03/10, 9:18 pm

1 Answer from Attorneys

Robert Murillo Pivotal Legal Ltd.

It depends on the answers to various questions. Do you have a shareholder agreement that allows you to unilaterally remove an officer? Do you have a shareholder agreement that provides a mandatory buyout of a shareholder�s shares based solely on your direction? Did the corporation appropriately issue shares and are you the majority shareholder? Who are the directors of the corporation? These are just a few of the questions that need to be answered.

As a general matter, the shareholders elect the board of directors and the board of directors can elect and remove officers. As to the shares, once issued they are considered personal property of that shareholder. That means that they are not required to return those shares and can exercise all rights as a shareholder under state corporate statutes and common law unless you have a shareholder agreement that provides a mandatory buyout.

In short, I would strongly recommend that you contact a business attorney to discuss and attempt to resolve the issue.

DISCLAIMER�This answer is for informational purposes only and discusses general legal principles, trends, and considerations and is not intended as specific legal advice regarding your question. This answer does not establish an attorney-client relationship.

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Answered on 3/09/10, 6:14 am


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