In a Delaware Corp, right after incorporation, can the sole incorporator legally appoint a director that the majority shareholder didn’t approve?
1 Answer from Attorneys
The incorporator may appoint a director before there are any shareholders. If an incorporator is interested in appointing a director that is resistant to shareholder action then the corporation's governing documents must reflect this, in accordance with Delaware law. It would require a fairly complicated capital structure and carefully drafted governing documents to achieve this goal directly or indirectly.
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