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3.any Provision or Matter Stated in The Articles of Incorporation

This document outlines the process for amending articles of incorporation, which requires a majority vote of the board of directors or trustees as well as a two-thirds vote of stockholders or members. Any amendments must be indicated in the articles and certified by the corporate secretary and directors, then submitted to the Securities and Exchange Commission for approval. Amendments take effect either upon SEC approval or after six months if no action is taken.

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0% found this document useful (0 votes)
157 views2 pages

3.any Provision or Matter Stated in The Articles of Incorporation

This document outlines the process for amending articles of incorporation, which requires a majority vote of the board of directors or trustees as well as a two-thirds vote of stockholders or members. Any amendments must be indicated in the articles and certified by the corporate secretary and directors, then submitted to the Securities and Exchange Commission for approval. Amendments take effect either upon SEC approval or after six months if no action is taken.

Uploaded by

Howard Macaraeg
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
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Section 16. Amendment of Articles of Incorporation.

1. Unless otherwise prescribed by this Code or by

special law,
2. and for legitimate purposes,
3.any provision or matter stated in the articles of

incorporation
4. may be amended
5.by a majority vote of the board of directors or

trustees
6. and the vote or written assent of the

stockholders representing at least two-thirds

(2/3) of the outstanding capital stock,


7. without prejudice to the appraisal right of

dissenting stockholders in accordance with the

provisions of this Code,


8.or the vote or written assent of at least two-

thirds (2/3) of the members if it be a non-stock

corporation.
9. The original and amended articles together shall

contain
10. all provisions required by law to be set out

in the articles of incorporation.


11. Such articles, as amended, shall be indicated by
12. underscoring the change or changes made,
13. and a copy thereof duly certified under

oath by the corporate secretary


14. and a majority of the directors or trustees

stating the fact that said amendment or

amendments
15. have been duly approved by the required

vote of the stockholders or members,


16. shall be submitted to the Securities and

Exchange Commission.
17. The amendments shall take effect upon
18. their approval by the Securities and

Exchange Commission
19. or from the date of filing with the said

Commission
20. if not acted upon within six (6) months

from the date of filing


21. for a cause not attributable to the corporation.

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