§ 10.20. Amendment by directors
§ 10.20. Amendment by directors If a corporation has no members, its incorporators, until directors have been chosen, and thereafter its board of directors, may adopt one or more amendments to the corporation’s bylaws subject to any approval required pursuant to section 10.30 of this title. The corporation shall provide notice of any meeting of […]
§ 10.21. Amendment by directors and members
§ 10.21. Amendment by directors and members (a) Unless this act, the articles, bylaws, the members (acting pursuant to subsection (b) of this section), or the board of directors (acting pursuant to subsection (c) of this section) require a greater vote or voting by class, an amendment to a corporation’s bylaws to be adopted must […]
§ 10.22. Class voting by members on amendments
§ 10.22. Class voting by members on amendments (a) The members of a class in a public benefit corporation are entitled to vote as a class on a proposed amendment to the bylaws if the amendment would change the rights of that class as to voting in a manner different than such amendment affects another […]
§ 10.30. Approval by third persons
§ 10.30. Approval by third persons The articles may require an amendment to the articles or bylaws to be approved in writing by a specified person or persons other than the board. Such an article provision may only be amended with the approval in writing of such person or persons. (Added 1995, No. 179 (Adj. […]
§ 10.31. Amendment terminating members or redeeming or cancelling memberships
§ 10.31. Amendment terminating members or redeeming or cancelling memberships (a) Any amendment to the articles or bylaws which would terminate all members or any class of members or redeem or cancel all memberships or any class of memberships must meet the requirements of the act and this section. (b) Before adopting a resolution proposing […]
§ 11.01. Approval of plan of merger
§ 11.01. Approval of plan of merger (a) Subject to the limitations set forth in section 11.02 of this title, one or more nonprofit corporations may merge into an existing business or nonprofit corporation, which may be one of the merging corporations as long as the plan of merger is approved as provided in section […]
§ 10.02. Amendment by directors
§ 10.02. Amendment by directors (a) Unless the articles provide otherwise, a corporation’s board of directors may adopt one or more amendments to the corporation’s articles without member approval: (1) to extend the duration of the corporation if it was incorporated at a time when limited duration was required by law; (2) to delete the […]
§ 10.03. Amendment by directors and members
§ 10.03. Amendment by directors and members (a) Unless this act, the articles, bylaws, the members (acting pursuant to subsection (b) of this section), or the board of directors (acting pursuant to subsection (c) of this section) require a greater vote or voting by class, an amendment to a corporation’s articles to be adopted must […]
§ 10.04. Class voting by members on amendments
§ 10.04. Class voting by members on amendments (a) The members of a class in a public benefit corporation are entitled to vote as a class on a proposed amendment to the articles if the amendment would change the rights of that class as to voting in a manner different than such amendment affects another […]
§ 10.05. Articles of amendment
§ 10.05. Articles of amendment A corporation amending its articles shall deliver to the Secretary of State articles of amendment setting forth: (1) the name of the corporation; (2) the text of each amendment adopted; (3) the date of each amendment’s adoption; (4) if approval of members was not required, a statement to that effect […]