Illinois Amendment to Articles of Incorporation is a legal process that allows a corporation to modify the terms of its authorized preferred stock as outlined in their governing document. The amendment is necessary when a company wishes to make changes to the rights, preferences, or limitations associated with its preferred stock issuance. There are two specific types of Illinois Amendments to Articles of Incorporation that can be used to change the terms of the authorized preferred stock: 1. Amendment to Authorized Preferred Stock Terms: This type of amendment allows the corporation to alter specific provisions related to the authorized preferred stock. It may involve revising the dividend rate, redemption provisions, conversion rights, or any other terms that have been initially set forth in the articles of incorporation regarding the preferred stock. 2. Amendment to Number of Authorized Preferred Shares: In some cases, a company may want to change the total number of authorized preferred shares stated in their articles of incorporation. This amendment allows the corporation to increase or decrease the number of preferred shares available for issuance to better align with its current or future capital structure requirements. When pursuing an Illinois Amendment to Articles of Incorporation to change the terms of the authorized preferred stock, the corporation must follow the legal requirements outlined by the Illinois Business Corporation Act (805 ILLS 5/). These requirements typically include: 1. Board of Directors Approval: The proposed amendment must be approved by the corporation's board of directors before it can proceed. A vote or written consent is typically required to demonstrate unanimity or majority approval. 2. Shareholder Approval: The shareholders of the corporation often have the right to vote on amendments to the articles of incorporation. Depending on the specific provisions in place, a specific majority or super majority vote may be required to pass the amendment. 3. Filing the Amendment: Once the amendment is approved, it must be filed with the Illinois Secretary of State. The authorized filing fee and any required forms must be submitted along with the amendment document. 4. Effective Date: The effective date of the amendment is typically the date it is filed with the Illinois Secretary of State, unless specified otherwise in the amendment document. It is crucial to consult with legal professionals specializing in corporate law to ensure compliance with all relevant regulations and to draft a comprehensive amendment document that accurately reflects the desired changes to the authorized preferred stock terms.