450.2601 Amendment of articles of incorporation; contents. Sec. 601. (1) A corporation may amend its articles of incorporation if the amendment contains only provisions that original articles of incorporation filed at the time the amendment is made might lawfully contain. (2) Subject to section 301(6), a corporation may amend its articles of incorporation to become […]
450.2602 Amendment of articles of incorporation; purposes. Sec. 602. Without limiting the general power of amendment under section 601, a corporation may amend its articles of incorporation to do any of the following: (a) Change its corporate name. (b) Enlarge, limit, or otherwise change its corporate purposes or powers. (c) Change the duration of the […]
450.2611 Amendment of articles by incorporation; amendment without shareholder or member action; manner of adoption; notice of meeting; vote on proposed amendment; requirements; adoption; number of amendments acted upon at 1 meeting; certificate of amendment. Sec. 611. (1) The articles of incorporation may be amended by either of the following: (a) Before the first meeting […]
450.2615 Voting as class on proposed amendment. Sec. 615. (1) The holders of a class of outstanding shares of a corporation that is organized on a stock basis or the members of a class of a corporation that is organized on a membership basis may vote as a class on a proposed amendment, whether or […]
450.2631 Certificate of amendment; signing and execution; filing; contents. Sec. 631. (1) If an amendment to the articles of incorporation is approved under section 611(1)(a), a majority of the incorporators shall sign and file a certificate of amendment on behalf of the corporation that sets forth the amendment and certifies that the amendment was adopted […]
450.2641 Integrating provisions of articles into single instrument; adoption of restated articles of incorporation; adoption before first meeting; amendments subject to other provisions of act. Sec. 641. (1) A corporation may integrate into a single instrument the provisions of its articles of incorporation that are then in effect and operative, as amended, and at the […]
450.2642 Restated articles of incorporation; heading or introductory paragraph; designation; required statements; omitted provisions. Sec. 642. (1) The heading of restated articles of incorporation shall specifically designate them as such. They shall state, either in the heading or in an introductory paragraph, the corporation’s present name, and, if it has been changed, all of its […]
450.2643 Restated articles of incorporation; signing, filing, and executing; effect. Sec. 643. (1) A majority of incorporators shall sign and file restated articles of incorporation adopted under section 641(3) as provided in section 131. (2) Except as provided in subsection (1), a corporation shall execute and file restated articles of incorporation as provided in section […]
450.2651 Abandonment of amendment; certificate. Sec. 651. Before the effective date of an amendment to the articles of incorporation for which shareholder, member, or director approval is required by this act, the amendment may be abandoned pursuant to provisions therefor, if any, set forth in the resolution of the shareholders, members, or directors approving the […]
