393.831. Articles of incorporation, amendment requirements.
Articles of incorporation, amendment requirements.
393.831. A company may amend its articles of incorporation bycomplying with the following requirements:
(1) The proposed amendment shall be first approved by the board ofdirectors and shall then be submitted to a vote of the members at anyannual or special meeting thereof, the notice of which shall set forth theproposed amendment. The proposed amendment, with such changes as themembers shall choose to make therein, shall be deemed to be approved on theaffirmative vote of not less than two-thirds of those members votingthereon at such meeting; and
(2) (a) Upon such approval by the members, articles of amendmentshall be executed and acknowledged in duplicate on behalf of the company byits president or vice president and its corporate seal shall be affixedthereto and attested by its secretary. The articles of amendment shallrecite in the caption that they are executed pursuant to sections 393.825to 393.861 and section 393.175 and shall state:
a. The name of the company;
b. The address of its principal office;
c. The date of the filing of its articles of incorporation in theoffice of the secretary of state; and
d. The amendment to its articles of incorporation;
(b) The president or vice president executing such articles ofamendment shall also make and annex to each copy thereof an affidavitstating that the provisions of sections 393.825 to 393.861 and section393.175 were duly complied with;
(c) Such articles of amendment and affidavit shall be submitted tothe secretary of state for filing.
(L. 1997 2d Ex. Sess. H.B. 1 merged with S.B. 3)Effective 12-23-97