Legal Question in Business Law in Minnesota

Re: Responsibilities and removal of directors of a corporation

Assuming this is a MN corporation governed by chapter 302A, and also assuming there is nothing inconsistent in the Bylaws or in a Shareholders Agreement, here are links to some of the statutes that may address the issues you are concerned with:

http://www.revisor.leg.state.mn.us/stats/302A/223.html

http://www.revisor.leg.state.mn.us/stats/302A/251.html

http://www.revisor.leg.state.mn.us/stats/302A/751.html

If you have enough shareholder votes to remove the director, you should be able to proceed in that manner. Otherwise, you may need to proceed under 302A.751.

Standard disclaimer: The above is given based onlimited facts and information presented. Conclusions may differ significantly based on different facts. We do not have an attorney-client relationship.

That said, good luck to you and let me know if I can be of further assistance.

Re: Responsibilities and removal of directors of a corporation

All Minnesota corporations are governed by chapter 302A of Minnesota Statutes.

A Director may be removed for several reasons under those statutes which also allow the corporation itself to create processes for removing Directors. These corporate documments are called Bylaws or Shareholder Control Agreements. If you do not currently have thes documents approved as part of your Coprporate regulations, yous hould think about havinbg them set up. They will help to streamline dispute resolution processes.

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