{"data":{"id":"us-ky/krs-271b.10-040","jurisdiction":"us-ky","citation":"KRS 271B.10-040","heading":"Voting on amendments by voting groups.","body":"(1) The holders of the outstanding shares of a class shall be entitled to vote as a\nseparate voting group (if shareholder voting is otherwise required by this chapter)\non a proposed amendment if the amendment would:\n(a) Increase or decrease the aggregate number of authorized shares of the class;\n(b) Effect an exchange or reclassification of all or part of the shares of the class\ninto shares of another class;\n(c) Effect an exchange or reclassification, or create the right of exchange, of all or\npart of the shares of another class into shares of the class;\n(d) Change the designation, rights, preferences, or limitations of all or part of the\nshares of the class;\n(e) Change the shares of all or part of the class into a different number of shares\nof the same class;\n(f) Create a new class of shares having rights or preferences with respect to\ndistributions or to dissolution that are prior, superior, or substantially equal to\nthe shares of the class;\n(g) Increase the rights, preferences, or number of authorized shares o f any class\nthat, after giving effect to the amendment, have rights or preferences with\nrespect to distributions or to dissolution that are prior, superior, or\nsubstantially equal to the shares of the class;\n(h) Limit or deny an existing preemptive right o f all or part of the shares of the\nclass; or\n(i) Cancel or otherwise affect rights to distributions or dividends that have\naccumulated but not yet been declared on all or part of the shares of the class.\n(2) If a proposed amendment would affect a series of  a class of shares in one (1) or\nmore of the ways described in subsection (1) of this section, the shares of that series\nshall be entitled to vote as a separate voting group on the proposed amendment.\n(3) If a proposed amendment that entitles two (2) or mo re series of shares to vote as\nseparate voting groups under this section would affect those two (2) or more series\nin the same or a substantially similar way, the shares of all the series so affected\nshall vote together as a single voting group on the proposed amendment.\n(4) A class or series of shares is entitled to the voting rights granted by this section\nalthough the articles of incorporation provide that the shares are nonvoting shares.","path":[],"source_url":"https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13410","current_through":"Includes enactments through the 2026 Regular Session","vintage":"09/05/2026","retrieved_at":"2026-09-05T20:53:19Z","sha256":"037f07c36fb0f05864919672754c85110c5338ae3d760033e3a6c15cb6577453","source_id":"us-ky","stale":false,"prev":"us-ky/krs-271b.10-030","next":"us-ky/krs-271b.10-050"},"notice":"GroundRules: Original legal text. Not legal advice."}