§ 8001 — Right to amend organization certificate

§ 8001. Right to amend organization certificate. 1. A corporation may\namend its organization certificate, from time to time, in any and as\nmany respects as may be desired, if such amendment contains only such\nprovisions as might be lawfully contained in an original organization\ncertificate filed at the time of making such amendment.\n 2. In particular, and without limitation upon such general power of\namendment, a corporation may amend its organization certificate, from\ntime to time, so as:\n (a) To change its corporate name.\n (b) In the case of a bank or trust company, to change its corporate\npowers in accordance with section ninety-four.\n (c) To extend the duration of the corporation or, if the corporation\nceased to exist because of the expiration of the duration specified in\nits organization certificate, to revive its existence.\n (d) To increase or decrease the number of its directors, or to provide\nthat the number of its directors shall be not less than a stated minimum\nnor more than a stated maximum; provided that in either case the number\nof directors shall not be less than the minimum prescribed in this\nchapter, and provided further that the number of the directors may be\nincreased notwithstanding any maximum number prescribed by any special\nlaw.\n (e) To increase or decrease the aggregate number of shares, or shares\nof any class or series, which the corporation shall have authority to\nissue.\n (f) To eliminate from authorized shares any class of shares, or any\nshares of any class, whether issued or unissued.\n (g) To increase the par value of any authorized shares of any class,\nwhether issued or unissued.\n (h) To reduce the par value of any authorized shares of any class,\nwhether issued or unissued.\n (i) To change any authorized shares, whether issued or unissued, into\na different number of shares of the same class or into the same or a\ndifferent number of shares of any one or more classes or any series\nthereof.\n (j) To fix, change or abolish the designation of any authorized class\nor any series thereof, or any of the relative rights, preferences and\nlimitations of any shares of any authorized class or any series thereof,\nwhether issued or unissued, including any provisions in respect of any\nundeclared dividends, whether or not cumulative or accrued, or the\nredemption of any shares, or any preemptive right to acquire shares or\nother securities.\n (k) As to the shares of any preferred class, then or theretofore\nauthorized, which may be issued in series, to grant authority to the\nboard or to change or revoke the authority of the board to establish and\ndesignate series and to fix the number of shares and the relative\nrights, preferences and limitations as between series.\n (l) To strike out, change or add any provision, not inconsistent with\nthis chapter or any other statute, relating to the business of the\ncorporation, its affairs, its rights or powers, or the rights or powers\nof its stockholders, directors or officers, including any provision\nwhich under this chapter is required or permitted to be set forth in the\nby-laws.\n 3. A corporation created by special act may accomplish any or all\namendments permitted in this title, in the manner and subject to the\nconditions provided in this subarticle.\n 4. A corporation may not change the location of its office under this\nsection.\n