About Voluntary Association and Certain Trusts

Definitions

"Association" means a voluntary association under a written instrument or declaration of trust, the beneficial interest under which is divided into transferable certificates of participation or shares;

"Trust" means a trust operating under a written instrument or declaration of trust, the beneficial interest under which is divided into transferable certificates of participation or shares, other than a trust established for the sole purpose of exercising voting rights pertaining to corporate stock or other securities in accordance with the terms of a written instrument;

"Declaration of Trust" means the written instrument or declaration which creates a voluntary association or trust.

Declaration of Trust

The trustees of an association or trust shall file with the Corporations Division a copy of the Declaration of Trust. The declaration shall contain the following information:

1. The name of association or trust
2. The date of organization
3. The names and addresses of the trustees
4. The original signatures of all trustees
5. The principal place of business
6. A statement that beneficial interest is divided into transferable certificates of participation or shares
7. A statement that the trust is able to merge (if so desired)

If the association or trust is organized under the laws of a state other than Massachusetts, the Declaration of Trust shall include a clause indicating the association or trust is in compliance and will continue to complywith Massachusetts law.

If none of the trustees list their address as a Massachusetts address, then the Declaration of Trust shall further include the name and address of a resident agent.

The declaration must be signed by the trustees.

Amendments

The trustees of association or trust shall file a copy of any amendment of the Declaration of Trust with the Corporations Division within thirty (30) days after the adoption of each amendment.

Annual Reports

Annual Report of Voluntary Associations and Trusts (MGL Ch. 182, s.12) (PDF)

The trustees of an association or trust must file an annual report with the Corporations Division on or before the June 1. The report shall contain:

1. The name of the association or trust
2. The principal place of business on Massachusetts and elsewhere
3. The number of its issued and outstanding shares
4. The names and addresses of the trustees

The trustee, or if more than one trustee, then at least two trustees shall sign the annual report under penalties of perjury.

Terminations

In order to properly terminate a trust, the trustees shall file a copy of the vote to terminate the trust which shall include the exact date of the termination. The trustees must also file all annual reports owed prior to the date of termination.

Penalties for Failure to File

Any trustee who fails to file a declaration of trust as required by Chapter 182, s.2 may be punished by a fine of not more than five hundred dollars ($500.00) or by imprisonment for not more than three months.

Any trustee or association which fails to file annual reports as required by Chapter 182, s.12 and Rule 6.5 of the Corporation Division's regulations within thirty days after notice of default sent the Corporations Division, as provided in Chapter 182, s.14, shall forfeit to the Commonwealth not less than five dollars ($5.00) nor more than ten dollars ($10.00) for each day during which the default continues. The Supreme Judicial Court in Suffolk county may issue an injunction restraining the further prosecution of the business of the trust or association until such forfeiture, with interest and costs, has been paid.