(a) Amendments to the articles of incorporation shall be made in the manner set out in this section.
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Terms Used In Alaska Statutes 10.20.176

  • Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
  • articles of incorporation: means the original or restated articles of incorporation or articles of consolidation and all amendments to them, including articles of merger. See Alaska Statutes 10.20.920
  • board of directors: means the group of persons vested with the management of the affairs of the corporation irrespective of the name by which the group is designated. See Alaska Statutes 10.20.920
  • member: means one having membership rights in a corporation in accordance with the provisions of its articles of incorporation or bylaws. See Alaska Statutes 10.20.920
(b) If there are members entitled to vote, the board of directors shall adopt a resolution setting out the proposed amendment and directing that it be submitted to a vote at a meeting of members entitled to vote, which may be either an annual or a special meeting. Written notice setting out the proposed amendment or a summary of the changes shall be given to each member entitled to vote within the time and in the manner provided in this chapter for the giving of notice of meetings of members. The proposed amendment shall be adopted upon receiving at least two-thirds of the votes which members present at the meeting or represented by proxy are entitled to cast.
(c) If there are no members, or no members entitled to vote, an amendment shall be adopted at a meeting of the board of directors upon receiving the vote of a majority of the directors in office.
(d) Any number of amendments may be submitted and voted upon at any one meeting.