A Massachusetts Voting Trust Agreement is a legal document that establishes a trust arrangement where a shareholder transfers their voting rights to a group of voting trustees. To execute this agreement, the shareholder issues certificates representing their shares and deposits them with a trusted third-party, known as the depository. The voting trustees are named in the agreement and act on behalf of the shareholder by exercising their voting rights during shareholder meetings and other related matters. There are two main types of Massachusetts Voting Trust Agreements: 1. Irrevocable Voting Trust Agreement: In this type of agreement, the shareholder permanently transfers their voting rights to the voting trustees, and it cannot be changed or terminated without the unanimous consent of the trustees. The shareholder typically receives trust certificates in exchange for their shares, and the trustees have full control over the voting process. 2. Revocable Voting Trust Agreement: Unlike the irrevocable trust, this agreement allows the shareholder to revoke or terminate the trust arrangement at any time. The shareholder may retain the right to vote or transfer the voting rights back to themselves if desired. This flexibility is helpful when the shareholder wishes to maintain control over their voting rights but wants to temporarily delegate the voting power to the trustees. In both types of agreements, the voting trustees are responsible for voting on behalf of the shareholder as instructed in the agreement. They must act in the best interest of the shareholder and follow any specific guidelines or limitations outlined in the trust document. The trust arrangement ensures that the shareholder's voting rights are protected and managed by a designated group of trustees, providing stability and continuity in the decision-making process.