Form with which the directors of a corporation may authorize the amendment of corporation articles.
Bexar Texas Amend Articles - Resolution Form - Corporate Resolutions
State:
Multi-State
County:
Bexar
Control #:
US-0086-CR
Format:
Word;
Rich Text
Instant download
Description
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FAQ
In fact, all states require C-corporations and S-corporations to issue corporate resolutions to document important board of director decisions. Resolutions are required even if you're the sole shareholder of your corporation and the only member of the board.
The special resolution to amend the Articles of Association must be passed by a majority of 75% or more of the members who vote at the meeting either in person or by proxy listing the resolution(s) proposed. A signed copy of the special resolution should be sent to Companies House within 15 days of the General Meeting.
Following Procedure is to be followed Convene a Meeting of Board of Directors As per Section 173 & Secretarial Standard (SS-1)Convene General Meeting Section 96, 100 and Secretarial Standard (SS-2)Filing of Form MGT-14 with ROC Section 117Alteration of Articles to be noted in every copy Section 15(1)
Section 9 of the Companies Act 1985 permits a company to alter its articles of association by special resolution. A copy of the resolution and an amended printed version of the articles must then be submitted to the Registrar of Companies within 15 days.
A corporate resolution outlines the decisions and actions made by a company's board of directors. A corporation might use a corporate resolution to establish itself as an independent legal entity, which is separate from the owners.
Examples of Actions that Need Corporate Resolutions Approval of new board members and officers. Acceptance of the corporate bylaws. Creation of a corporate bank account. Designating which board members and officers can access the bank account. Documentation of a shareholder decision. Approval of hiring or firing employees.
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.
If the board can amend by-laws without stockholder approval, the board only needs to adopt resolutions approving the amendment to the by-laws and the resolutions relating to stockholder approval in this Standard Clause can be deleted.
When a written resolution is unsuitable, which is often the case when companies have multiple members, you can amend a company's articles of association by passing a special resolution at a general meeting.
Related to AMENDMENTS TO RESOLUTIONS Amendments to Agreement This Agreement, or any term thereof, may be changed or waived only by written amendment signed by the party against whom enforcement of such change or waiver is sought.
