(1)  A corporation‘s board of directors may amend the corporation’s bylaws at any time, except to the extent that the articles of incorporation, the bylaws, or this chapter reserve this power exclusively to the shareholders, in whole or part.

Terms Used In Utah Code 16-10a-1020

  • Articles of incorporation: include :
(a) amended and restated articles of incorporation;
(b) articles of merger; and
(c) a document of a similar import to those described in Subsections (4)(a) and (b). See Utah Code 16-10a-102
  • Bylaws: includes amended bylaws and restated bylaws. See Utah Code 16-10a-102
  • Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
    • (2)  A corporation’s shareholders may amend the corporation’s bylaws at any time, even though the bylaws may also be amended at any time by the board of directors.

    Enacted by Chapter 277, 1992 General Session

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