10-173 10-173 . . . Amendment of Articles of Incorporation to provide that corporation be governed by Section 203 of Delaware General Corporation Law, (b) increase number of stockholders required to call special stockholder's meeting from 15% of outstanding shares to a majority, (c) require that stockholders may take action only at a meeting of stockholders, (d) provide that Board of Directors shall have power to fill interim vacancies on Board, (e) provide that stock issuances resulting in a person holding more than 5% of voting power of corporation may be made without stockholder approval, but only if (i) issuance or sale is to a person not affiliated with corporation and (ii) issuance or sale is approved by majority of Non-employee Directors, (f) give Board authority to enter into severance arrangements that are contingent upon a change of control, merger or acquisition of corporation only if (i) such arrangement is approved by majority of Non-employee Directors and (ii) payments to any individual pursuant to such arrangement are limited to maximum amount which does not result in "excess parachute payments" under Section 280G of Internal Revenue Code of 1986, and (g) change stockholder approval requirement for certain amendments of Articles of Incorporation from 75% of outstanding shares to majority of outstanding shares
Alaska Amendments to Certificate of Incorporation: Understanding the Basics and Different Types In the state of Alaska, when a corporation is formed, it must file a document known as the Certificate of Incorporation with the Alaska Secretary of State. This document outlines important information about the corporation, such as its name, purpose, registered agent, board members, and stock information. However, as business needs and circumstances evolve, corporations may need to make changes to their Certificate of Incorporation. These changes are formerly known as "Amendments to the Certificate of Incorporation." Amendments can be made to various aspects of the document and are crucial to ensure that the corporation's governing structure aligns with its current objectives. There are different types of Amendments to the Certificate of Incorporation that corporations in Alaska can consider. Some common types are: 1. Name Change Amendment: If a corporation wishes to change its legal name, it must file a Name Change Amendment. This typically requires specifying the new proposed name, along with any other accompanying changes, such as the corporation's logo or branding. 2. Registered Agent Amendment: When a corporation wants to change its registered agent, which is the individual or entity designated to receive legal documents on behalf of the corporation, it must file a Registered Agent Amendment. This amendment often requires providing the details of the new registered agent. 3. Purpose Amendment: Corporations may decide to alter their stated purpose or expand their business activities. In such cases, a Purpose Amendment must be filed. This amendment typically includes a detailed explanation of the modified or expanded purposes of the corporation. 4. Director or Officer Amendment: If there is a change in the board of directors or officers of the corporation, it is necessary to file a Director or Officer Amendment. This amendment generally includes the names, positions, and contact information of the new directors or officers. 5. Stock Amendment: Suppose a corporation desires to modify its stock structure, issue additional shares, or make changes to the rights and privileges associated with existing shares. In that case, a Stock Amendment is filed. This amendment typically outlines the specific changes being made to the stock structure. To effectuate any of the aforementioned amendments, corporations in Alaska must complete the required forms provided by the Alaska Secretary of State's office. These forms must be filed along with the appropriate filing fee. Upon receiving the amendment submission, the Alaska Secretary of State's office reviews the documents for compliance before approving and making the changes effective. It is important for corporations operating in Alaska to continually assess their evolving needs and consider filing the necessary Amendments to their Certificate of Incorporation as needed. By doing so, corporations can ensure their activities remain aligned with their strategic goals while complying with state regulations. Keywords: Alaska, Amendments, Certificate of Incorporation, corporation, Name Change Amendment, Registered Agent Amendment, Purpose Amendment, Director or Officer Amendment, Stock Amendment, Alaska Secretary of State.
Alaska Amendments to Certificate of Incorporation: Understanding the Basics and Different Types In the state of Alaska, when a corporation is formed, it must file a document known as the Certificate of Incorporation with the Alaska Secretary of State. This document outlines important information about the corporation, such as its name, purpose, registered agent, board members, and stock information. However, as business needs and circumstances evolve, corporations may need to make changes to their Certificate of Incorporation. These changes are formerly known as "Amendments to the Certificate of Incorporation." Amendments can be made to various aspects of the document and are crucial to ensure that the corporation's governing structure aligns with its current objectives. There are different types of Amendments to the Certificate of Incorporation that corporations in Alaska can consider. Some common types are: 1. Name Change Amendment: If a corporation wishes to change its legal name, it must file a Name Change Amendment. This typically requires specifying the new proposed name, along with any other accompanying changes, such as the corporation's logo or branding. 2. Registered Agent Amendment: When a corporation wants to change its registered agent, which is the individual or entity designated to receive legal documents on behalf of the corporation, it must file a Registered Agent Amendment. This amendment often requires providing the details of the new registered agent. 3. Purpose Amendment: Corporations may decide to alter their stated purpose or expand their business activities. In such cases, a Purpose Amendment must be filed. This amendment typically includes a detailed explanation of the modified or expanded purposes of the corporation. 4. Director or Officer Amendment: If there is a change in the board of directors or officers of the corporation, it is necessary to file a Director or Officer Amendment. This amendment generally includes the names, positions, and contact information of the new directors or officers. 5. Stock Amendment: Suppose a corporation desires to modify its stock structure, issue additional shares, or make changes to the rights and privileges associated with existing shares. In that case, a Stock Amendment is filed. This amendment typically outlines the specific changes being made to the stock structure. To effectuate any of the aforementioned amendments, corporations in Alaska must complete the required forms provided by the Alaska Secretary of State's office. These forms must be filed along with the appropriate filing fee. Upon receiving the amendment submission, the Alaska Secretary of State's office reviews the documents for compliance before approving and making the changes effective. It is important for corporations operating in Alaska to continually assess their evolving needs and consider filing the necessary Amendments to their Certificate of Incorporation as needed. By doing so, corporations can ensure their activities remain aligned with their strategic goals while complying with state regulations. Keywords: Alaska, Amendments, Certificate of Incorporation, corporation, Name Change Amendment, Registered Agent Amendment, Purpose Amendment, Director or Officer Amendment, Stock Amendment, Alaska Secretary of State.