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Simple Corp question

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Junior Member
We'll try the right forum this time......

What is the name of your state? NY. A small corp has 2 shareholders, owning 95% and 5% of outstanding shares. The board of directors consists of one person (the 95% shareholder). The only reference I can find regarding officers is that any one or more offices may be held by the same person, and that if all outstanding shares are owned by one person that person may hold all officer positions. To me this implies that with 2 shareholders, one person cannot hold all officer positions. But it also implies that one person can hold more than one (presumably including all) officer positions regardless of the number of shareholders.

I know the proceedures for electing/appointing officers, etc. My only question is this: According to NYS law can one person legally be elected to all officer positions in a corp if there are 2 or more shareholders?

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