2 out of the 3 shareholders, holding 33.3% per person want to file. Can it still go forward even if the lone holdout does not want the bk?
The definitive answer is in your bylaws, but without more, a majority of the directors elected by a majority of the shareholders can decide to move forward over the objection of a minority director and shareholder.
The above is general legal and business analysis. It is not "legal advice" but analysis, and different lawyers may analyse this matter differently, especially if there are additional facts not reflected in the question. I am not your attorney until retained by a written retainer agreement signed by both of us. I am only licensed in California. See also avvo.com terms and conditions item 9, incorporated as if it was reprinted here.
This would depend on what your bylaws, shareholders agreement, and other governing documents say.
Most of the time a corporate bankruptcy is like raping the company. The assets get sold at fire sale prices & no discharge means the remaining debts still exist. Anyone who guaranteed the debts probably will end up in Chapter 7 as well. shareholders should be educated before voting 'cause they are jumping off a cliff. Hope this perspective helps.
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