Massachusetts Corporate Forms and Practice: The Saul Ewing Manual
Prominent Massachusetts attorney, Dana C. Lanzillo, Esq., has drawn from his extensive experience to bring you insightful, instructive discussions, analyses, and strategies for virtually every corporate law situation you may encounter in this dynamic Manual featuring a bonus CD with more than 45 electronic forms.
This exhaustive Manual, with its more than 550 pages of valuable content, will help you stay current and efficient by providing appropriate statutes and regulations – complemented by Mr. Lanzillo’s thorough discussions and analyses of any changing federal or Massachusetts state laws. Plus, you’ll be expertly guided through an extensive selection of appropriate corporate forms, using an easy-to-follow format. Included are customizable e-forms, plus planning strategies for a full range of corporations from closely-held private companies to large public companies.
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SUMMARY TABLE OF CONTENTS
PART 1
Chapter 1: The Massachusetts Business Corporation Act
Chapter 2: The Corporation Division of the Massachusetts Secretary of State
Chapter 3: The Incorporation Process
Chapter 4: Registered Office and Registered Agent
Chapter 5: Annual Report to the Corporations Division
Chapter 6: Close Corporation Provisions
Chapter 7: Varying from the Corporate Norm; Agreements among Shareholders
Chapter 8: Records to be Retained; Shareholder and Director Inspection Rights; Financial Information to Be Furnished to Shareholders
Chapter 9: Composition of Board of Directors and Election of Directors
Chapter 10: Officers
Chapter 11: Conduct of Routine Corporate Activities
Chapter 12: Special Massachusetts Provisions Intended to Protect Against Hostile Takeovers
Chapter 13: Capitalization and Related Matters
Chapter 14: Voting Agreements and Voting Trusts
Chapter 15: Distributions to Shareholders
Chapter 16: Duties of Directors, Officers and Shareholders; Conflict of Interest Transactions
Chapter 17: Exoneration and Indemnity
Chapter 18: Derivative Shareholder Actions
Chapter 19: Charter Amendments
Chapter 20: Merger, Share Exchange and Sale of Substantially All the Assets
Chapter 21: Appraisal Rights
Chapter 22: Dissolution
Chapter 23: Choice of Organizational Form and Jurisdiction of Organization
Chapter 24: Domestication and Conversion
Chapter 25: Qualification of Foreign Corporations in Massachusetts
Chapter 26: Final Throughts Concerning Massachusetts Corporate Practice and the Act
PART II: FORMS
PART III: APPENDICES