393.909. May amend articles of incorporation, how.

278 words·~1 min read·/mo/chapter-393/393-909

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

393.909. May amend articles of incorporation, how. — A company may amend its articles of incorporation by complying with the following requirements:

(1)The proposed amendment shall be first approved by the board of directors and shall then be submitted to a vote of the members at any annual or special meeting of such members, the notice of which shall set forth the proposed amendment. The proposed amendment, with such changes as the members shall choose to make to such amendment, shall be approved on the affirmative vote of not less than two-thirds of those members voting on such amendment at such meeting; and

(a)Upon such approval by the members, articles of amendment shall be executed and acknowledged in duplicate on behalf of the company by its president or vice president and its corporate seal shall be affixed thereto and attested by its secretary. The articles of amendment shall recite in the caption that they are executed pursuant to sections 393.900 to 393.951 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 the office of the secretary of state; and

d. The amendment to its articles of incorporation.

(b)The president or vice president executing such articles of amendment shall also make and annex to each copy of such articles an affidavit stating that the provisions of sections 393.900 to 393.951 were duly complied with.

(c)Such articles of amendment and affidavit shall be submitted to the secretary of state for filing.

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(L. 1999 H.B. 450 § 4 merged with S.B. 160 & 82 § 4)