2019 US Virgin Islands Code
Title 13 - Corporations and Associations
Chapter 13 - Economic Development Corporations
§ 808. Amendment of articles of incorporation
(a) The articles of incorporation may be amended by the votes of the stockholders and the members of the corporation, voting separately by classes, and such amendments shall require approval by the affirmative vote of two-thirds (⅔) of the votes to which the stockholders shall be entitled and two-thirds (⅔) of the votes to which the members shall be entitled; provided, that no amendment of the articles of incorporation which is inconsistent with the general purposes expressed herein or which authorizes any additional class of capital stock to be issued, or which eliminates or curtails the right of the Banking Board to examine the corporations or the obligation of the corporation to make reports as provided in section 812 of this chapter, shall be made; and, provided further, that no amendment of the articles of incorporation which increases the obligation of a member to make loans to the corporation, or makes any change in the principal amount, interest rate, maturity date, or in the security or credit position of any outstanding loan of a member to the corporation, or affects a member's right to withdraw from membership as provided herein, or affects a member's voting rights as provided herein, shall be made without the consent of each member affected by such amendment.
(b) Within thirty (30) days after any meeting at which an amendment of the articles of incorporation has been adopted, articles of amendment signed and sworn to by the president, treasurer, and a majority of the directors, setting forth such amendments and due adoption thereof, shall be submitted to the Lieutenant Governor who shall examine them, and if he finds that they conform to the requirements of this chapter, shall so certify and endorse his approval thereon. Thereupon, the articles of amendment shall be filed in the office of the Lieutenant Governor, and no such amendment shall take effect until such articles of amendment shall have been filed as aforesaid.