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
Collin Texas Amendments to Certificate of Incorporation: Understanding the Process and Types In Collin County, Texas, the Amendments to Certificate of Incorporation hold significant importance for businesses operating within its jurisdiction. These amendments refer to the changes made to a company's initial certificate of incorporation, modifying or revising various aspects of its structure, rights, powers, or other critical provisions. By altering the certificate of incorporation, businesses can adapt to evolving needs, expand operations, secure new partnerships, or pursue new opportunities effectively. The procedure for making amendments to the certificate of incorporation in Collin Texas involves several crucial steps. First, the corporation's board of directors must propose the desired change and then submit it for approval to the company's shareholders or stockholders during a general meeting, as specified by the Texas Business Organizations Code. A certain majority vote, as defined by state law or the corporation's bylaws, is typically required for the amendment to be approved. Regarding the different types of Collin Texas Amendments to Certificate of Incorporation, there are several key categories that businesses can consider based on their specific objectives and requirements. These types may include: 1. Name Change: This amendment alters the legal name of the corporation and typically involves filing necessary documentation with the Texas Secretary of State. 2. Purpose Modification: This type of amendment allows for changing or expanding the corporation's stated purpose. It may involve broadening the scope of services offered, entering new markets, or adding complementary business activities. 3. Capital Structure Amendment: This amendment focuses on modifying the corporation's capital structure, including changes related to authorized shares, share classes, preferred stock designations, or voting rights. 4. Officers and Directors: Corporations may need to amend their certificate of incorporation to reflect changes in the officer or director positions, such as adding new roles, removing individuals, or revising appointment procedures. 5. Registered Agent Update: This amendment acknowledges a change in the corporation's registered agent, who serves as the primary point of contact between the business and state authorities. 6. Address Modification: When a corporation changes its principal place of business or registered office address, it is necessary to amend the certificate of incorporation accordingly. 7. Amendment Limitation: In some cases, corporations may include provisions in their certificate of incorporation that restrict or limit certain types of amendments, such as requiring a super majority vote for specific changes to be approved. It is crucial to note that the specific process, requirements, and limitations for Collin Texas Amendments to Certificate of Incorporation may be subject to the Texas Business Organizations Code, as well as the corporation's own bylaws and governing documents. Therefore, businesses seeking to amend their certificate of incorporation should carefully review applicable laws, consult legal professionals, and follow the prescribed procedures to ensure compliance and achieve their desired corporate objectives.
Collin Texas Amendments to Certificate of Incorporation: Understanding the Process and Types In Collin County, Texas, the Amendments to Certificate of Incorporation hold significant importance for businesses operating within its jurisdiction. These amendments refer to the changes made to a company's initial certificate of incorporation, modifying or revising various aspects of its structure, rights, powers, or other critical provisions. By altering the certificate of incorporation, businesses can adapt to evolving needs, expand operations, secure new partnerships, or pursue new opportunities effectively. The procedure for making amendments to the certificate of incorporation in Collin Texas involves several crucial steps. First, the corporation's board of directors must propose the desired change and then submit it for approval to the company's shareholders or stockholders during a general meeting, as specified by the Texas Business Organizations Code. A certain majority vote, as defined by state law or the corporation's bylaws, is typically required for the amendment to be approved. Regarding the different types of Collin Texas Amendments to Certificate of Incorporation, there are several key categories that businesses can consider based on their specific objectives and requirements. These types may include: 1. Name Change: This amendment alters the legal name of the corporation and typically involves filing necessary documentation with the Texas Secretary of State. 2. Purpose Modification: This type of amendment allows for changing or expanding the corporation's stated purpose. It may involve broadening the scope of services offered, entering new markets, or adding complementary business activities. 3. Capital Structure Amendment: This amendment focuses on modifying the corporation's capital structure, including changes related to authorized shares, share classes, preferred stock designations, or voting rights. 4. Officers and Directors: Corporations may need to amend their certificate of incorporation to reflect changes in the officer or director positions, such as adding new roles, removing individuals, or revising appointment procedures. 5. Registered Agent Update: This amendment acknowledges a change in the corporation's registered agent, who serves as the primary point of contact between the business and state authorities. 6. Address Modification: When a corporation changes its principal place of business or registered office address, it is necessary to amend the certificate of incorporation accordingly. 7. Amendment Limitation: In some cases, corporations may include provisions in their certificate of incorporation that restrict or limit certain types of amendments, such as requiring a super majority vote for specific changes to be approved. It is crucial to note that the specific process, requirements, and limitations for Collin Texas Amendments to Certificate of Incorporation may be subject to the Texas Business Organizations Code, as well as the corporation's own bylaws and governing documents. Therefore, businesses seeking to amend their certificate of incorporation should carefully review applicable laws, consult legal professionals, and follow the prescribed procedures to ensure compliance and achieve their desired corporate objectives.