Gardner v. Applied Geographics, Inc.

van Gestel, J.

This matter is before the Court on a motion by the majority shareholder of a closely held corporation seeking an order requiring a shareholders meeting. The statute that gives authority to this Court to act on such a motion is G.L.c. 156D, Sec. 7.03, the new Massachusetts Business Corporation Act,1 which, at the time of the hearing, had been in effect for a little over 11 hours. See Chapter 127 of the Acts of 2003.

This Court is truly writing on a tabula rasa, although some guidance exists in the new law’s helpful commentaries and in analogies to conditions under prior corporate…