2014 Kentucky Revised Statutes CHAPTER 271B - BUSINESS CORPORATIONS Subtitle 10 - Amendment of Articles of Incorporation and Bylaws 10.10-060 Articles of amendment.
Download as PDF
271B.10-060 Articles of amendment.
A corporation amending its articles of incorporation shall deliver to the Secretary of
State for filing articles of amendment setting forth:
(1) The name of the corporation;
(2) The text of each amendment adopted;
(3) If an amendment provides for an exchange, reclassification, or cancellation of
issued shares, provisions for implementing the amendment if not contained in
the amendment itself;
(4) The date of each amendment's adoption;
(5) If an amendment was adopted by the incorporators or board of directors
without shareholder action, a statement to that effect and that shareholder
action was not required; and
(6) If an amendment was approved by the shareholders:
(a) The designation, number of outstanding shares, number of votes entitled
to be cast by each voting group entitled to vote separately on the
amendment, and number of votes of each voting group indisputably
represented at the meeting; and
(b) Either the total number of votes cast for and against the amendment by
each voting group entitled to vote separately on the amendment or the
total number of undisputed votes cast for the amendment by each voting
group and a statement that the number cast for the amendment by each
voting group was sufficient for approval by that voting group.
(7) If the amendment includes language converting the corporation into a
nonprofit, nonstock corporation under KRS 273.161 to 273.387, the conversion
shall be effective upon the filing of the amendment with the Secretary of State,
and, upon filing, the Secretary of State shall immediately forward a copy of the
amendment to the commissioner of revenue.
Effective:June 20, 2005
History: Amended 2005 Ky. Acts ch. 182, sec. 9, effective June 20, 2005. -Created 1988 Ky. Acts ch. 23, sec. 108, effective January 1, 1989.
Legislative Research Commission Note (6/20/2005). 2005 Ky. Acts chs. 11, 85,
95, 97, 98, 99, 123, and 181 instruct the Reviser of Statutes to correct statutory
references to agencies and officers whose names have been changed in 2005
legislation confirming the reorganization of the executive branch. Such a
correction has been made in this section.
Disclaimer: These codes may not be the most recent version. Kentucky may have more current or accurate information. We make no warranties or guarantees about the accuracy, completeness, or adequacy of the information contained on this site or the information linked to on the state site. Please check official sources.