Massachusetts § 3 Corporations not within application of chapter; adoption of chapter

Massachusetts Statutes

§ 3 — Corporations not within application of chapter; adoption of chapter

Massachusetts § 3

Part IADMINISTRATION OF THE GOVERNMENT

Title XXIICORPORATIONS

Ch. 156BUSINESS CORPORATIONS

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Bluebook

Mass. Gen. Laws ch. 156, § 3 (2026).

Text

Section 3. Corporations which would otherwise be within the application of this chapter, as defined in section two, but which were created before March eleventh, eighteen hundred and thirty-one, by any special act not subject to amendment, alteration or repeal by the general court, may, at a legal meeting of the stockholders duly called therefor, by vote of two thirds of each class of stock outstanding and entitled to vote, adopt the provisions of this chapter and all provisions of chapter one hundred and fifty-five applicable to corporations subject to this chapter. A copy of such vote, signed and sworn to by the president, treasurer and a majority of the directors, shall be submitted to and examined by the secretary. If the secretary finds that it conforms to the requirements of law, he 

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Section 3. Corporations which would otherwise be within the application of this chapter, as defined in section two, but which were created before March eleventh, eighteen hundred and thirty-one, by any special act not subject to amendment, alteration or repeal by the general court, may, at a legal meeting of the stockholders duly called therefor, by vote of two thirds of each class of stock outstanding and entitled to vote, adopt the provisions of this chapter and all provisions of chapter one hundred and fifty-five applicable to corporations subject to this chapter. A copy of such vote, signed and sworn to by the president, treasurer and a majority of the directors, shall be submitted to and examined by the secretary. If the secretary finds that it conforms to the requirements of law, he shall endorse his approval thereon, and, upon payment of the fee provided in section fifty-five, it shall be filed in the office of the state secretary; and thereupon such corporation with its members and officers shall be entitled to all the rights, privileges and immunities and be subject to all the liabilities set forth in this chapter and in the provisions of chapter one hundred and fifty-five applicable to corporations subject to this chapter, and no stockholder in such corporation shall be liable for debts of the corporation contracted after the filing of the copy of such vote except for the causes and in the manner provided in this chapter.