Amendment by board of directors

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Unless the articles of incorporation provide otherwise, a corporation's board of directors may adopt one (1) or more amendments to the corporation's articles of incorporation without shareholder action:

  1. (1) to extend the duration of the corporation if it was incorporated at a time when limited duration was required by law;

  2. (2) to delete the names and addresses of the initial directors;

  3. (3) to change the information required by § 4-20-105(a);

  4. (4) to change each issued and unissued authorized share of an outstanding class into a greater number of whole shares if the corporation has only shares of that class outstanding;

  5. (5) to change the corporate name by substituting the word “corporation”, “incorporated”, “company”, “limited”, or the abbreviation “corp.”, “inc.”, “co.”, or “ltd.”, for a similar word or abbreviation in the name, or by adding, deleting, or changing a geographical attribution for the name; or

  6. (6) to make any other change expressly permitted by this chapter to be made without shareholder action.


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