TITLE 30

CORPORATIONS

CHAPTER 29

GENERAL BUSINESS CORPORATIONS

PART 10

AMENDMENT OF ARTICLES OF INCORPORATION AND BYLAWS

30-29-1007.  RESTATED ARTICLES OF INCORPORATION. (a) A corporation’s board of directors may restate its articles of incorporation at any time, without shareholder approval, to consolidate all amendments into a single document.

(b)  If the restated articles include one (1) or more new amendments that require shareholder approval, the amendments shall be adopted and approved as provided in section 30-29-1003, Idaho Code.

(c)  A corporation that restates its articles of incorporation shall deliver to the secretary of state for filing articles of restatement setting forth the name of the corporation, the text of the restated articles of incorporation, a statement that the restated articles consolidate all amendments into a single document, and, if a new amendment is included in the restated articles, the statements required under section 30-29-1006, Idaho Code, with respect to the new amendment.

(d)  Duly adopted restated articles of incorporation supersede the original articles of incorporation and all amendments to the articles of incorporation.

(e)  The secretary of state may certify restated articles of incorporation, as the articles of incorporation currently in effect, without including the statements required by subsection (c) of this section.

History:

[30-29-1007, added 2015, ch. 243, sec. 65, p. 944; am. 2019, ch. 90, sec. 119, p. 297.]