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
Georgia Amendments to certificate of incorporation
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The fee to file articles of amendment is $20.00. Articles of amendment may be filed online at or filed by paper by submitting this completed form to our office.
To update your Articles of Organization for a Georgia LLC, you must file Articles of Amendment with the Georgia Secretary of State, Corporations Division. You'll also need to pay a minimum of $20 for a filing fee.
The process of adding a member to a Georgia LLC may involve amending the company's articles of organization to include the new member. Depending on the terms in the agreement, current LLC members may need to vote on it for the amendment to pass.
How do I change an officer(s) of a corporation? Officer changes are made by filing an annual registration. The registration may be filed, and changes made, online or with a paper form.
How to Amend Articles of Incorporation Review the bylaws of the corporation. ... A board of directors meeting must be scheduled. ... Write the proposed changes. ... Confirm that the board meeting has enough members attending to have a quorum so the amendment can be voted on. Propose the amendment during the board meeting.
Georgia does not require you to submit an Operating Agreement to form your LLC. However, it is important for every LLC to have an Operating Agreement, establishing the rules and structure of the business.
The fee to file articles of amendment is $20.00. Articles of amendment may be filed online at or filed by paper by submitting this completed form to our office.
How to Transfer Ownership of a Georgia LLC Consult Your Georgia LLC Operating Agreement. When transferring LLC ownership, it's crucial that you follow the policies in your operating agreement. ... Vote to Transfer Membership Interest. ... Amend Your Operating Agreement. ... Change the IRS Responsible Party.