§ 7-6-40 - Articles of amendment.
SECTION 7-6-40
§ 7-6-40 Articles of amendment. – The articles of amendment shall be executed in duplicate by the corporation byits president or a vice president and by its secretary or an assistantsecretary and shall set forth:
(1) The name of the corporation.
(2) The amendment so adopted.
(3) If there are members entitled to vote on the amendment:
(i) A statement setting forth the date of the meeting ofmembers at which the amendment was adopted, that a quorum was present at themeeting, and that the amendment received at least a majority of the votes whichmembers present at the meeting or represented by proxy were entitled to cast; or
(ii) A statement that the amendment was adopted by a consentin writing signed by all members entitled to vote on it.
(4) If there are no members, or no members entitled to voteon the amendment, a statement of the fact, the date of the meeting of the boardof directors at which the amendment was adopted, and a statement of the factthat the amendment received the vote of a majority of the directors in office.