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After the Directors and Shareholders have adopted the amendment, amendment
documentation must be filed with the state. The articles of amendment must comply with State
law and must set forth the text of the amendment. After the Articles of Amendment have been
filed with the state, the amendment process is completed.
__________________<Company Name>____________________
By a duly made and seconded motion, a majority of the Directors of the Board of Directors of
<Company Name>, voted to adopt the following resolution:
RESOLVED, the Board of Directors finds it to be in the best interest of the Corporation to amend
the Articles of Incorporation to read as follows:
FURTHER RESOLVED, that a special meeting of Shareholders will be called to consider and
vote upon the proposed amendment. The special meeting of Shareholders will be on <Date> at
<Location>.
The undersigned, <Secretary’s Name>, certifies that he/she is the duly elected Secretary of this
Corporation and that the above is a true and correct copy of a resolution duly adopted at a
meeting of the Board of Directors that was held in accordance with State law and the Bylaws of
this Corporation on <Date>, such resolution is now in full force and effect.
IN WITNESS THEREOF, I have affixed my name as Secretary of this Corporation and have
attached the seal of this Corporation to this resolution.
Dated: ________
______________________
Secretary
___________________________, Director
___________________________, Director
___________________________, Director
___________________________, Director