Massachusetts General Laws
Chapter 156 - Business Corporations
Section 34 - Replacement of Lost or Destroyed Certificates

Section 34. The directors of a corporation may, subject to section forty-two of chapter one hundred and fifty-five and to the by-laws of the corporation, determine the conditions upon which a new certificate of stock may be issued in place of any certificate alleged to have been lost or destroyed. They may, in their discretion, require the owner of a lost or destroyed certificate, or his legal representative, to give a bond with sufficient surety to the corporation in a sum not exceeding double the market value of the stock to indemnify the corporation against any loss or claim which may arise by reason of the issue of a certificate in place of such lost or destroyed stock certificate.

Structure Massachusetts General Laws

Massachusetts General Laws

Part I - Administration of the Government

Title XXII - Corporations

Chapter 156 - Business Corporations

Section 1 - Definitions

Section 2 - Scope of Chapter

Section 3 - Corporations Not Within Application of Chapter; Adoption of Chapter

Section 4 - Powers

Section 5 - Holding Stock in Other Corporations; Prohibitions

Section 6 - Agreement of Association; Contents

Section 7 - Corporations Dealing With Real Estate; Duration

Section 8 - First Meeting; Notice; Service; Waiver of Notice

Section 9 - Organization; Selection of Temporary Clerk; Adoption of By-Laws; Election of Officers

Section 10 - Oath to Articles by Directors; Liability to Stockholders

Section 11 - Approval by Secretary of Corporation Documents; Filing of Articles

Section 12 - Certificate of Incorporation

Section 13 - Scope of By-Laws

Section 14 - Creation and Issuance of Shares

Section 15 - Consideration for Capital Stock; Instalment Payments

Section 16 - Issuance of Unissued Balance of Authorized Capital Stock; Approval; Filing

Section 17 - Validation of Issue Not Submitted for Approval

Section 18 - Payment of Subscriptions

Section 19 - Subscriptions in Default; Sale of Rights to Subscribe

Section 20 - Instalments in Default; Sale of Rights to Shares

Section 21 - Management of Corporation

Section 22 - Election or Appointment of Officers; Terms; Qualifications

Section 23 - Manufacturing Corporations; Election of Directors by Employees

Section 24 - Certificate of Changes; Submission to Secretary; Filing; Penalty

Section 25 - Board of Directors; Powers

Section 26 - Executive Committee of Board; Duties

Section 27 - Meetings of Board of Directors

Section 28 - Stockholders Meetings; Time; Place; Notice; Quorum; Waiver of Notice

Section 29 - Change in Date of Annual Meeting

Section 30 - Special Meetings

Section 31 - Corporate Voting of Own Shares

Section 32 - Voting Rights; Proxies

Section 33 - Certificates; Signatures; Seal; Limitations and Preferences

Section 34 - Replacement of Lost or Destroyed Certificates

Section 35 - Reduction of Capital Stock; Services Rendered by Operatives; Liability; Disproportionate Payments by a Stockholder; Contribution

Section 36 - Officers' Liability

Section 37 - Directors' Liability

Section 38 - Conditions to Liability; Enforcement of Liability

Section 39 - Discontinuance of Suit; Non-Joinder of Persons Liable; Death of Defendant

Section 40 - Apportionment of Assessment

Section 41 - Increase or Reduction of Capital Stock; Changes of Location; Change of Par Value of Capital Stock; Dissolution Proceedings

Section 41a - Change in Number of Shares Without Par Value

Section 41b - Change in Number of Shares With Par Value

Section 41c - Change of Shares Without Par Value to Par Value Shares

Section 42 - Change of Structure; Conveyance of Property

Section 43 - Approval of Amendments or Alterations; Fees

Section 44 - Increase in Capital Stock in Accordance With Sec. 41 or 41c; Content of Articles

Section 45 - Reduction of Capital Stock in Accordance With Sec. 41 or 41c; Content of Articles

Section 46 - Sale, Lease or Exchange of Property and Assets; Remedy of Dissenting Stockholder

Section 46a - Definitions; Organizations Authorized to Merge; Method; Effect of Merger

Section 46b - Corporations Authorized to Consolidate; Method

Section 46c - Effect of Consolidation

Section 46d - Merger or Consolidation With Foreign Corporation; Method; Liability of Directors

Section 46e - Consolidations; Remedy of Dissenting Shareholders

Section 46f - Certificates of Merger or Consolidation; Issuance by State Secretary

Section 47 - Annual Report of Condition; Contents

Section 48 - Annual Report of Condition; Approval; Filing; Public Inspection

Section 50 - Failure to File Report of Condition; Penalty

Section 51 - Appointment of Receiver

Section 52 - Failure to File Certificates or Reports

Section 53 - Filing of Articles of Organization; Fees

Section 54 - Certain Certificates; Determination of Fees

Section 55 - Filing of Other Amendments, Certificates, Statements and Reports; Fees