2005 Idaho Code - 30-3-97 — AMENDMENT OF BYLAWS BY DIRECTORS AND MEMBERS

                                  TITLE  30
                                 CORPORATIONS
                                  CHAPTER 3
                       IDAHO NONPROFIT CORPORATION ACT
    30-3-97.  AMENDMENT OF BYLAWS BY DIRECTORS AND MEMBERS. (1) Unless the
articles or bylaws provide otherwise, an amendment to a corporation's bylaws
to be adopted must be approved:
    (a)  By a simple majority of the board;
    (b)  By the members by a simple majority of the votes cast or a majority
    of the voting power, whichever is less; and
    (c)  In writing by any person or persons whose approval is required by a
    provision of the articles authorized in section 30-3-99, Idaho Code.
    (2)  If the board initiates an amendment to the bylaws or board approval
is required to adopt an amendment to the bylaws, the board may condition the
amendment's adoption on receipt of a higher percentage of affirmative votes or
on any other basis.
    (3)  If the board or the members seek to have the amendment approved by
the members at a membership meeting, the corporation shall give notice to its
members of the proposed membership meeting in writing in accordance with
section 30-3-50, Idaho Code.  The notice must also state that the purpose, or
one (1) of the purposes, of the meeting is to consider the proposed amendment
and contain or be accompanied by a copy or summary of the amendment.
    (4)  If the board or the members seek to have the amendment approved by
the members by written consent or written ballot or absentee ballot, the
material soliciting the approval shall contain or be accompanied by a copy or
summary of the amendment.