{"data":{"id":"us-mn/minn.-stat.-47.171","jurisdiction":"us-mn","citation":"Minn. Stat. § 47.171","heading":"CERTIFICATES OF INCORPORATION, AMENDMENT; EXCEPTIONS.","body":"The certificate of incorporation of a financial corporation organized and existing under the laws of this state may be amended to change its name; to increase or decrease its capital stock; to change the number and, subject to section 48.02, the par value of the shares of its capital stock; to eliminate or limit a director's personal liability; or in respect to another matter which an original certificate of a corporation of the same kind might lawfully have contained. The change must be accomplished by the adoption of a resolution specifying the proposed amendment at a regular meeting or at a special meeting called for that expressly stated purpose, in either of the following ways:\n(1) by a majority vote of all its shares; or\n(2) by a majority vote of its entire board of directors within one year after authorization by specific resolution duly adopted at a meeting of shareholders. The resolution must be included in a certificate duly executed by its president and secretary, or other presiding and recording officers, and approved and filed in the manner prescribed for the execution, approval, and filing of a like original certificate.","path":["BANKING","CHAPTER 47. FINANCIAL CORPORATIONS","GENERAL REGULATION"],"source_url":"https://www.revisor.mn.gov/statutes/cite/47.171","current_through":"2025 Minnesota Statutes","vintage":"","retrieved_at":"2026-09-02T22:10:27Z","sha256":"ddfd8f799e191b6bca690e6176517673763ce65e0a03efb75da3023d25eab3f9","source_id":"us-mn","stale":false,"prev":"us-mn/minn.-stat.-47.17","next":"us-mn/minn.-stat.-47.172"},"notice":"GroundRules: Original legal text. Not legal advice."}