Sec. 10.10.110. Amendment of articles.

357 words·~2 min read·/ak/title-10/chapter-10/10-10-110

A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

(a)The articles of incorporation may be amended by the vote of the stockholders and the members of the corporation, voting separately by classes. Amendments must be approved by the affirmative vote of two-thirds of the votes to which the stockholders are entitled and two-thirds of the votes to which the members are entitled. An amendment of the articles of incorporation may not be made which is inconsistent with the general purposes expressed in this chapter or which authorizes an additional class of capital stock to be issued, or which eliminates or curtails the right of the commissioner of administration to examine the corporation or the obligation of the corporation to make reports as provided in AS 10.10.150 . An amendment of the articles of incorporation which increases the obligation of a member to make loans to the corporation, or makes a change in the principal amount, interest rate, maturity date, or in the security or credit position of an outstanding loan of a member to the corporation, or affects a member's right to withdraw from membership as provided in this chapter, or affects a member's voting rights as provided in this chapter, may not be made without the consent of each member affected by the amendment.

(b)Within 30 days after a meeting at which an amendment of the articles of incorporation has been adopted, articles of amendment signed and sworn to by the president, treasurer, and a majority of the directors, setting out the amendment and adoption of the amendment, shall be submitted in duplicate originals to the commissioner who shall examine them, and upon finding that they conform to the requirements of this chapter, shall

(1)endorse on each duplicate original the word “filed,” and the date of the filing;

(2)file one duplicate original in the commissioner's office;

(3)issue a certificate of amendment and affix the other duplicate original to it;

(4)return to the corporation or its representative the certificate of amendment, together with the duplicate articles of amendment affixed.

(c)Upon the issuance of a certificate of amendment by the commissioner, the amendment becomes effective.