The Washington Amendment to the articles of incorporation to eliminate par value is a legal process undertaken by a corporation registered in the state of Washington to remove the concept of par value from its stock. Par value is the minimum price at which a share of stock can be issued and represents a stated value per share, which is often set lower than the actual market value. By eliminating par value, a corporation can provide greater flexibility in pricing its shares, resulting in potential advantages for shareholders and potential investors. This amendment is a significant decision for a corporation that can impact its capital structure, shareholder rights, and potential fundraising activities. By removing the par value, a corporation can issue its shares at any price deemed appropriate by the board of directors, which can be useful in various scenarios. The Washington State law on the Amendment to the articles of incorporation to eliminate par value allows for a few different types of amendments, depending on the specific circumstances and intentions of the corporation: 1. Complete Par Value Removal: This type of amendment removes the concept of par value entirely from a corporation's articles of incorporation. As a result, the corporation can issue its shares at any price determined by the board of directors without any minimum specified value. 2. Replacement with Stated Value: In some cases, a corporation may choose to replace the par value with a stated value. Unlike par value, this stated value is not a minimum price requirement but rather a nominal value assigned to each share for accounting purposes. The stated value allows the corporation to impose a minimum issuance price, even if it is higher than the stated value, ensuring a certain level of capital is raised. 3. Retroactive Amendment: This type of amendment applies to corporations that have already issued shares with par value. It allows the corporation to eliminate the par value retrospectively and adjust the capital accounts of its existing shareholders accordingly. The process of amending the articles of incorporation to eliminate par value in Washington involves several steps. The corporation's board of directors must propose the amendment, which then needs to be approved by a majority of shareholders during a properly noticed and held meeting or through a written consent process. Once approved, the corporation files the amendment with the Washington Secretary of State's office, along with the necessary filing fees. In summary, the Washington Amendment to the articles of incorporation to eliminate par value allows a corporation to remove the minimum price requirement for its shares, providing greater flexibility in share pricing and potential advantages for shareholders and investors. Corporations have options for the specific types of amendment they can pursue, depending on their circumstances. Complying with the legal procedures is vital to ensure a smooth transition and maintain legal compliance.