Kansas Amendments to certificate of incorporation

• Category: Corporations - Public - Limited Partnerships
• State: Multi-State
• Control #: US-CC-10-173
• Format: Word; Rich Text

Description

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

Kansas Amendments to certificate of incorporation refer to the legal changes made to the original document that formally establishes a corporation within the state of Kansas. These amendments, which are executed by the corporation's board of directors and shareholders, allow for modifications to be made to various provisions of the certificate of incorporation. Some relevant keywords associated with Kansas Amendments to certificate of incorporation include: 1. Kansas corporation: This phrase emphasizes that the amendments are specific to corporations established in the state of Kansas. 2. Certificate of incorporation: The certificate of incorporation is a legal document that establishes the existence of a corporation and contains important information such as the corporation's name, purpose, authorized shares, and initial directors. 3. Amendments: These are alterations or changes made to the original certificate of incorporation to reflect any modifications adopted by the corporation. Several types of amendments may be made to a certificate of incorporation, each serving a different purpose. Some common types of Kansas Amendments to certificate of incorporation are: 1. Name change amendment: This amendment allows a corporation to change its legal name by updating it in the certificate of incorporation. Reasons for a name change may include rebranding, mergers, or aligning the name with the corporation's new focus. 2. Authorized shares amendment: This amendment modifies the number of authorized shares of stock that the corporation can issue. It may be necessary when the corporation plans to issue more shares to raise capital or reorganize its equity structure. 3. Purpose amendment: A purpose amendment alters the corporation's stated purpose as defined in the original certificate of incorporation. This can be necessary if the corporation decides to expand its activities or pursue new business ventures beyond its initial specified purpose. 4. Registered agent amendment: This amendment updates the designated registered agent's information, including the individual or entity responsible for receiving legal and official documents on behalf of the corporation. This may occur if the registered agent changes or their contact information updates. 5. Director or officer amendment: This type of amendment reflects changes in the corporation's board of directors or officers. It may involve the addition, removal, or replacement of individuals serving in these roles. It is important to note that these are just a few examples, and there could be other types of amendments based on the unique circumstances of a corporation.