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How to Amend Articles of Incorporation Review the bylaws of the corporation. ... A board of directors meeting must be scheduled. ... Write the proposed changes. ... Confirm that the board meeting has enough members attending to have a quorum so the amendment can be voted on. Propose the amendment during the board meeting.
Articles of Incorporation refers to the highest governing document in a corporation. It is also known known as the corporate charter. The Articles of Incorporation generally include the purpose of the corporation, the type and number of shares, and the process of electing a board of directors.
The owners of two-thirds (2/3) of the outstanding capital stock or two-thirds (2/3) of the members in a non-stock corporation may delegate to the board of directors or trustees the power to amend or repeal any by-laws or adopt new by-laws: Provided, That any power delegated to the board of directors or trustees to ...
Probably the two most common reasons for amending the Articles are to effect: a change of the name, and. a change of the purpose statement.
Like a constitution, a corporation's certificate of incorporation may be amended at any point in the future. It is not a "forever" contract. A board of directors together with the corporation's stockholders can amend a certificate of incorporation.
The Articles of Incorporation are like the constitution of the corporation that provides a broad framework for its establishment, whereas the bylaws can be likened to the individual laws that must be consistent with the Articles of Incorporation.
How to Amend Articles of Association Review Existing Articles of Association. ... Propose Amendments. ... Hold a Meeting to Pass a Resolution. ... File Amended Articles of Association. ... Update Internal Records.