Michigan Compiled Laws

Mich. Comp. Laws § 450.1531 (2026)

Officers of corporation; election or appointment; holding 2 or more offices; authority and duties.

✓ current as of July 2026

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BUSINESS CORPORATION ACT

Act 284 of 1972

450.1531 Officers of corporation; election or appointment; holding 2 or more offices; authority and duties.

Sec. 531.

(1) The officers of a corporation shall consist of a president, secretary, treasurer, and, if desired, a chairman of the board, 1 or more vice-presidents, and such other officers as may be prescribed by the bylaws or determined by the board. Unless otherwise provided in the articles of incorporation or bylaws, the officers shall be elected or appointed by the board.

(2) Two or more offices may be held by the same person but an officer shall not execute, acknowledge or verify an instrument in more than 1 capacity if the instrument is required by law or the articles or bylaws to be executed, acknowledged or verified by 2 or more officers.

(3) An officer elected or appointed as herein provided shall hold office for the term for which he is elected or appointed and until his successor is elected or appointed and qualified, or until his resignation or removal.

(4) An officer, as between himself and other officers and the corporation, has such authority and shall perform such duties in the management of the corporation as may be provided in the bylaws, or as may be determined by resolution of the board not inconsistent with the bylaws.

History: 1972, Act 284, Eff. Jan. 1, 1973

Notes of Decisions

Cited in 4 cases (1 in the last 5 years), 1979–2024 · leading case: Boyd v. Sachs (In Re Auto Specialties Mfg. Co.), 153 B.R. 457 (Bankr. W.D. Mich. 1993).

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Boyd v. Sachs (In Re Auto Specialties Mfg. Co.), 153 B.R. 457 (Bankr. W.D. Mich. 1993). · cites it 2× “Mich. CompLaws Ann. § 450.1531(1) (West 1988).”

United Steelworkers, Local 1-1000 v. Forestply Indus., Inc., 702 F. Supp. 2d 798 (W.D. Mich. 2010). · cites it 2× “” Mich. Comp. Laws § 450.1531 (1). Michigan law further states: If a domestic corporation neglects or refuses to file any annual report or pay any annual filing fee or a penalty added to the fee required by law, and the neglect or refusal continues for a period of 2 years from…”

People v. Jasman, 284 N.W.2d 496 (Mich. Ct. App. 1979). “Although by law a corporation must have officers consisting at a minimum of president, secretary and treasurer, MCL 450.1531; MSA 21.200(531), the duties of such officers are *86 only those delegated by the board of directors.”

Jeffery C Mertz v. Michigan Dep't of Treasury (Mich. Ct. App. 2024). “MCL 450.1531. No statute either requires LLCs to have, or forbids them from having, any officers.”

— Mich. Comp. Laws § 450.1531(1) — 1 case

Boyd v. Sachs (In Re Auto Specialties Mfg. Co.), 153 B.R. 457 (Bankr. W.D. Mich. 1993). “Mich. CompLaws Ann. § 450.1531(1) (West 1988).”

Annotations are extracted automatically from the opinions in the Syfert caselaw corpus and ranked by authority, recency, and treatment. Dots show Syfertize treatment of the citing case itself.