Section 801. Right to amend certificate of incorporation  


Latest version.
  • (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.