Ohio Amendment to Articles of Incorporation to Change the Terms of the Authorized Preferred Stock In Ohio, a company has the ability to amend its Articles of Incorporation to change the terms of the authorized preferred stock. This process allows businesses to make adjustments to the rights, preferences, and other provisions associated with their preferred stock. The Ohio Revised Code Section 1701.27 outlines the procedures and requirements for amending the Articles of Incorporation. Specifically, when it comes to changing the terms of the authorized preferred stock, the company must follow these guidelines. One type of Ohio Amendment to Articles of Incorporation that may be filed is a "preferred stock amendment." This amendment specifically focuses on modifying the terms associated with the preferred stock issued by the company. It can include changes to the dividend rates, liquidation preferences, conversion rights, voting rights, and other key provisions related to the preferred stock. Another type of Ohio Amendment to Articles of Incorporation relevant to changing the terms of the authorized preferred stock is a "stock classification amendment." This amendment allows the company to create multiple classes or series of preferred stock, each with varying terms and privileges. By amending the Articles of Incorporation, the company can establish new classes or series of preferred stock and outline their distinct rights, preferences, and other relevant provisions. The process of filing an Ohio Amendment to Articles of Incorporation to change the terms of the authorized preferred stock involves several steps. First, the company's board of directors must pass a resolution approving the amendment. Then, a majority or super majority of the shareholders must also vote in favor of the proposed amendment. Once these internal requirements are met, the company files the amendment with the Ohio Secretary of State's office, along with the necessary fee. It is essential to draft the amendment with utmost precision, clearly stating the changes being made to the authorized preferred stock. Using specific terminology, such as "dividend rights," "conversion ratios," "voting powers," and "liquidation preferences," enhances the clarity and effectiveness of the amendment. It's crucial to consult Ohio's Revised Code and seek legal guidance to ensure compliance and accuracy when drafting and filing an Ohio Amendment to Articles of Incorporation to change the terms of the authorized preferred stock. Working with a qualified attorney or legal professional experienced in corporate law can help ensure that the process is executed smoothly and in accordance with state regulations. Amending the terms of authorized preferred stock through an Ohio Amendment to Articles of Incorporation enables companies to adapt and optimize their capital structure to reflect changing business strategies, market conditions, and investor preferences.