Question

Can 2 Directors on a board of only 3 kick me out o

Asked 17 February 2011 · needs an answer

The question

I have bought my way into a corporation as an equal owner. We currently have a signed contract but have yet to add me to the corporation or distribute shares. The corporation is a husband and wife who are both directors and officers (although the wife is not a part of the business). We have currently got the form in the mail to add me as either a director, an officer or both. Right now, the husband and wife are both directors AND officers. If I was to become a director and officer can they simply vote me off the board down the road since they are 2/3 vote on the board? In order to make this fair, should I ask that only me and the husband be directors and his wife be only an officer? Should I add my wife on as an officer to "even it out"? What is the best way to set this up so I am equally protected? I have $50,000 invested and a lot of time and want to make sure that 4 months from now they can't just take a vote and remove me.

To equally protect myself, besides distributing shares and adding me as a director is there anything else I need to do to make me an equal partner? I remember seeing on the back of our city business license a place to add directors to the license, should this be updated as well?

From the LawyerCentral forum archive. Originally posted 17 February 2011 on a legal forum that has closed. Names and contact details were removed. See the original (Internet Archive).

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