Massachusetts General Laws
Mass. Gen. Laws ch. 156B, § 54 (2026)
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Section 54. The directors may exercise all the powers of the corporation, except such as by law, by the articles of organization or by the by-laws of the corporation are conferred upon or reserved to the stockholders.
Notes of Decisions
Cited in 4
cases, 1990–2002 · leading case: Houle v. Low, 556 N.E.2d 51 (Mass. 1990).
Houle v. Low, 556 N.E.2d 51 (Mass. 1990). “G. L. c. 156B, § 54 (1988 ed.). S. Solomont & Sons Trust v.”
Wynco Distributors, Inc. v. Wynn (In Re Wynco Distributors, Inc.), 126 B.R. 131 (Bankr. D. Mass. 1991). “G.L. c. 156B, § 54 (added by St.1964, c. 723, § 1).”
Thompson v. Daluise (In Re Wet-Jet Int'l, Inc.), 235 B.R. 142 (Bankr. D. Mass. 1999). “” Mass.Gen. Laws ch. 156B, § 54 (1964). Unless specifically stated otherwise in the by-laws or articles of organization, only the board of directors has the authority to file a bankruptcy petition.”
Indep. Bank Corp. v. Spence, 14 Mass. L. Rptr. 547 (Mass. Super. Ct. 2002). “G.L.c. 156B, §54. Similarly, ”[e]xcept as reserved to the stockholders pursuant to section fifty-four, the business of every corporation shall be managed by the board of directors.”
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