US Laws, Codes, Statutes & Cases

 
  § 801. Right to amend certificate of incorporation.
    (a)  A  corporation  may  amend its certificate of incorporation, from
  time to time, in any and as many respects as may  be  desired,  if  such
  amendment  contains  only such provisions as might be lawfully contained
  in an original certificate of incorporation filed at the time of  making
  such amendment.
    (b)  In  particular, and without limitation upon such general power of
  amendment, a corporation may amend  its  certificate  of  incorporation,
  from time to time, so as:
    (1) To change its corporate name.
    (2) To enlarge, limit or otherwise change its corporate purposes.
    (3)  To  strike out, change or add any provision not inconsistent with
  this chapter or any  other  statute  relating  to  the  affairs  of  the
  corporation,  its  rights  or  powers  or  the  rights  or powers of its
  members, directors or officers,  including  any  provision  required  or
  permitted to be set forth in the by-laws.
    (4)  To  extend its duration, or revive its existence if it has ceased
  to exist because  of  the  expiration  of  its  period  of  duration.  A
  corporation may not however reduce its corporate duration.
    (5) To specify, change or revoke the voting rights of its directors or
  members or of any class of members.
    (6)   To  specify  or  change  the  location  of  the  office  of  the
  corporation.
    (7) To specify  or  change  the  post  office  address  to  which  the
  secretary  of  state  shall  mail  a  copy  of  any  process against the
  corporation served upon him.
    (8) To make, revoke or change the designation of a  registered  agent,
  or to specify or change the address of its registered agent.
    (9)  To  authorize the issuance of capital certificates and to fix the
  face value and terms of such certificates and the rights and  privileges
  of  their  holders  and  the  manner  in  which  the  terms,  rights and
  privileges may be amended  and  to  confer  upon  the  holders  of  such
  certificates the right to vote in the election of directors and upon any
  other matters as may be set forth.
    (c)  A  corporation  created  by special act may accomplish any or all
  amendments permitted in this article, in the manner and subject  to  the
  conditions provided in this article.