{"data":{"id":"us-ky/krs-273.263","jurisdiction":"us-ky","citation":"KRS 273.263","heading":"Procedure to amend articles of incorporation.","body":"Amendments to the articles of incorporation shall be made in the following manner:\n(1) If there are members entitled to vote thereon, the board of directors shall adopt a\nresolution setting forth the proposed amendment and directing that it be submitted\nto a vote at a meeting of members entitled to vote thereon, which may be either an\nannual or a special meeting. Written notice setting forth the proposed amendment or\na summary of the changes to be effected thereby shall be given to each member\nentitled to vote at such meeting within the time and in the manner provided in KRS\n273.161 to 273.390 for the giving of notice of meetings of members. The proposed\namendment shall be adopted upon receiving at least two thirds (2/3) of the votes\nwhich members present at such meeting or represented by proxy are entitled to cast.\n(2) If there are no members, or no members entitled to vote thereon, an amendment\nshall be adopted at a meeting of the board of directors upon receiving the vote of a\nmajority of the directors in office.\n(3) Any number of amendments may be submitted and voted upon at any one (1)\nmeeting.\n(4) Proposed amendments may be incorporated into restated articles of incorporation\nwhich contain a statement that except for the designated amendment the rest ated\narticles of incorporation currently set forth, without change, the corresponding\nprovisions of the articles of incorporation as theretofore amended, and that the\nrestated articles of incorporation together with the designated amendment supersede\nthe original articles of incorporation and all amendments thereto.","path":["KRS Chapter 273"],"source_url":"https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13667","current_through":"Includes enactments through the 2026 Regular Session","vintage":"09/05/2026","retrieved_at":"2026-09-05T20:53:24Z","sha256":"6755f12201e1428904a0c566a845d76930cb0509b7e87073c6bfa4546f362b95","source_id":"us-ky","stale":false,"prev":"us-ky/krs-273.261","next":"us-ky/krs-273.267"},"notice":"GroundRules: Original legal text. Not legal advice."}