What are the grounds for amendment of articles of incorporation?

What are the grounds for amendment of articles of incorporation?

As can be gleaned from the foregoing, there are three (3) basic requirements for amending the Articles of Incorporation, namely:

  • Majority vote of the board of directors.
  • Written assent of the stockholders representing at least 2/3 of the outstanding capital stock.
  • Approval by the Securities and Exchange Commission.

What is the voting requirement to amend articles of incorporation?

Any corporation may for legitimate corporate purpose or purposes amend its articles of incorporation by a majority vote of its board of directors or trustees and the vote or written assent of two-thirds of its members if it be a non-stock corporation, or if it be a stock corporation, by the vote or written assent of …

How do you amend a sec?

Basic Requirements

  1. Petition for Amendment/Conversion of license.
  2. Authenticated copy of the Board Resolution approving the amendments/conversion.
  3. Monitoring/Clearance from appropriate Department of the Commission*
  4. Endorsement/Clearance from appropriate government agencies.

Can a corporation validly change its corporate name under its general power to amend its articles of incorporation and result in dissolution explain?

A corporation may change its name by merely amending its charter in the manner prescribed by law. The change of name of the corporation does not result in dissolution. The changing of the name of a corporation is no more the creation of a corporation than the changing of the name of a natural person.

Where do I send amended Articles of Incorporation?

Submit Director’s Certificate and Amended Articles of Incorporation and Amended By Laws at the Corporate and Partnership Registration Division (CPRD), located at the 2nd floor, SEC Building for pre-processing.

How do you amend articles of association?

Amend a company’s articles of association by special resolution. As per section 283 of the Companies Act 2006, you can amend a company’s articles of association by passing a special resolution of the members, provided there is a legitimate reason for making such changes.

What are the steps process in amending the articles of incorporation?

5 Steps in Amending Articles of Incorporation and By-laws

  • Prepare Amended Documents. Requirements.
  • Submit Amended Documents.
  • Pay Filing Fee.
  • Receiving of Application.
  • Release of Amended Certificate.
  • 3 Comments.

What are the steps process in amending the Articles of Incorporation?

What are the steps of incorporation?

Steps in Incorporation of a Company

  • Ascertaining Handiness of Name.
  • Preparation of Memo of Association and Articles of Association-
  • Printing, Linguistic Communication, and Stamping, Vetting of Memo and Articles.
  • Power of Attorney.
  • Statutory Declaration.
  • Payment of Registration Fees.
  • Certificate of Incorporation.

Can model articles amended?

The model articles are not compulsory, you can change them to suit the needs of your business and as the company develops. However, they’re a useful starting point and companies can be formed, online, within minutes using them.

What are the steps to amend the Articles of incorporation?

Here the procedures to be followed for a corporation to effectively amend its Articles of Incorporation: 1. Prepare the Directors’ or Trustee’s Certificate and the Amended Articles of Incorporation and/or Amended By-Laws.

Where to file amended Articles of incorporation in Manila?

Secretariat Building, PICC City Of Pasay, Metro Manila COMPANY REG. NO. AS94004462 CERTIFICATE OF FILING OF AMENDED ARTICLES OF INCORPORATION KNOW ALL PERSONS BY THESE PRESENTS: This is to certify that the amended articles of incorporation of the GLOBAL-ESTATE RESORTS, INC.

Who are amended Articles of incorporation Nickel Asia Corporation?

AMENDED ARTICLES OF INCORPORA TJON OF NICKEL ASIA CORPORATION KNOW ALL MEN BY THESE PRESENTS: That we, all of whom are of legal age, Filipino citizens and residents of the Philippines, have this day voluntarily associated ourselves together for the purpose of forming a corporation under the laws of the Republic of the Philippines.

What are the provisions of the Articles of incorporation?

The original and amended articles together shall contain all provisions required by law to be set out in the articles of incorporation.

What are the grounds for amendment of articles of incorporation? As can be gleaned from the foregoing, there are three (3) basic requirements for amending the Articles of Incorporation, namely: Majority vote of the board of directors. Written assent of the stockholders representing at least 2/3 of the outstanding capital stock. Approval by the Securities…