RCW 30A.08.090
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/wa/title-30a/chapter-30a-08/30a-08-090·A research copy — for the controlling text, always check the official state or federal source. Not legal advice.
Unless the articles of incorporation provide otherwise, the board of directors of a bank may, by majority vote, amend the bank's articles of incorporation without shareholder action as follows:
(1)If the bank has only one class of shares outstanding, to provide, change, or eliminate any provision with respect to the par value of any class of shares;
(2)To delete the name and address of the initial directors;
(3)If the bank has only one class of shares outstanding, solely to change the number of authorized shares to effectuate a split of, or stock dividend in, the bank's own shares, or solely to do so and to change the number of authorized shares in proportion thereto;
(4)To change the bank's name; or
(5)To make any other change expressly permitted by this title to be made without shareholder action.
Other amendments to a bank's articles of incorporation, in a manner not inconsistent with the provisions of this title, require the affirmative vote of the stockholders representing two-thirds of each class of shares entitled to vote under the terms of the shares at a regular meeting, or special meeting duly called for that purpose in the manner prescribed by the bank's bylaws. No amendment shall be made whereby a bank becomes a trust company unless such bank first receives permission from the director.
[ 2014 c 37 s 163 . Prior: 1994 c 256 s 47 ; 1994 c 92 s 54 ; 1987 c 420 s 3 ; 1986 c 279 s 28 ; 1965 c 140 s 3 ; 1955 c 33 s 30.08.090 ; prior: 1923 c 115 s 7 ; 1917 c 80 s 26 ; RRS s 3233. Formerly RCW 30.08.090 .]
Notes:
Findings — Construction — 1994 c 256: See RCW 43.320.007 .