Does an attorney need to be hired to add an officer to an already formed corporation
I am asking about adding a person to the articles of incorporation. Right now we have a President and a Sec/Treasurer. We would like to add a Vice President.
No. An officer is an employee. hire them and call them something and they are an officer of the corporation. You may have to change the registration with the State where you are incorporated.
Lawsuit / Dispute Attorney
Add the officer to what? The articles of incorporation? The telephone book?
You can take a vote, do a resolution in writing and make a person an assistant vice president if that is what you mean?
Your post is open to a lot of interpretation.
But, without some more details, I am afraid the purpose of what you want to accomplish needs to be defined by you so that whatever legal implications arise are dealt with before, not after, a dispute arises.
It is really quite simple. The addition of a corporate officer, (assuming the bylaws allow additional officers and do not specifically limit the number of officers) can be accomplished by holding a special meeting of the board of directors, having a director nominate an individual to be the additional officer, have someone else second the nomination, have the chairman of the board call for an election the proposed new officer, and, upon a majority being in favor, that individual will become the new officer. All of what just transpired will then be reflected in writing by the minutes of the special meeting and placed in the corporate record book.
Do you really have officers identified in the Articles? If so, that probably was a mistake, because amending the Articles takes too much time, energy and money: Amend the Articles to remove the officers entirely; make sure that the bylaws appropriately address officers; and have the officers appointed by the board of directors.
Disclaimer: This post does not constitute legal advice and does not establish an attorney-client relationship.