D.C. Code § 29-308.05: Amendment by board of directors.

Unless the articles of incorporation provide otherwise, a corporation’s board of directors may adopt amendments to the corporation’s articles of incorporation without shareholder approval:

(1)

To extend the duration of the corporation if it was incorporated at a time when limited duration was required by law;

(2)

To delete the names and addresses of the initial directors;

(3)

To change the information required by § 29-104.04

(4)

If the corporation has only one class of shares outstanding:

(A)

To change each issued and unissued authorized share of the class into a greater number of whole shares of that class; or

(B)

To increase the number of authorized shares of the class to the extent necessary to permit the issuance of shares as a share dividend;

(5)

To change the corporate name by substituting the word “corporation”, “incorporated”, “company”, “limited”, or the abbreviation “corp.”, “inc.”, “co.”, or “ltd.”, for a similar word or abbreviation in the name, or by adding, deleting, or changing a geographical attribution for the name;

(6)

To reflect a reduction in authorized shares, as a result of the operation of § 29-304.41(b), when the corporation has acquired its own shares and the articles of incorporation prohibit the reissue of the acquired shares;

(7)

To delete a class of shares from the articles of incorporation, as a result of the operation of § 29-304.41(b), if there are no remaining shares of the class because the corporation has acquired all shares of the class and the articles of incorporation prohibit the reissue of the acquired shares; or

(8)

To make any change expressly permitted by § 29-304.02(a) or (b) to be made without shareholder approval.