Michigan Laws 331.1257 – Articles of incorporation; amendment
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Terms Used In Michigan Laws 331.1257
- Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
- Board of trustees: means the board of trustees of a corporation created under or governed by this act. See Michigan Laws 331.1103
- City: means a city establishing a corporation incorporated under, or governed by, this act. See Michigan Laws 331.1103
- Contract: A legal written agreement that becomes binding when signed.
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Corporation: means a municipal health facilities corporation incorporated under this act or created under 1913 PA 350, MCL 331. See Michigan Laws 331.1103
- Corporation obligation: means a bond, note, or any other legal instrument issued by a corporation or subsidiary corporation under chapter 4 that evidences indebtedness of a corporation or a subsidiary corporation, including principal, interest, and premiums, if any, on that indebtedness. See Michigan Laws 331.1103
- Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
- Restructured corporation: means a corporation that has completed the process described in section 305a. See Michigan Laws 331.1103
- Restructured subsidiary corporation: means a subsidiary corporation that has completed the process described in section 305a. See Michigan Laws 331.1103
- state: when applied to the different parts of the United States, shall be construed to extend to and include the District of Columbia and the several territories belonging to the United States; and the words "United States" shall be construed to include the district and territories. See Michigan Laws 8.3o
- Subsidiary corporation: means a subsidiary municipal health facilities corporation incorporated under this act. See Michigan Laws 331.1103
- Village: means a village establishing a corporation incorporated under, or governed by, this act. See Michigan Laws 331.1103
(1) The articles of incorporation of a corporation incorporated by a city or village may be amended by resolution approved by the affirmative vote of a majority of the members serving on the city council or village council. The articles of incorporation of a subsidiary corporation of a corporation incorporated by a city or village may be amended by resolution approved by the affirmative vote of a majority of the trustees serving on the board of trustees of the parent corporation.
(2) The city clerk or village clerk shall file certified copies of any amendment to the articles of incorporation of a corporation or subsidiary corporation approved under subsection (1) in his or her office, with the secretary of state, and with the secretary of the corporation or subsidiary corporation. The amendment is effective when filed with the secretary of state unless a later effective date is specified in the resolution adopting the amendment. This subsection does not apply to an amendment to the articles of incorporation of a restructured corporation or a restructured subsidiary corporation.
(3) The articles of incorporation of a corporation or subsidiary corporation described in this section may be amended to include any provision that could be lawfully included in articles of incorporation initially adopted under this act at the time the amendment is approved, and may provide for the alteration or changing of the name, structure, organization, purposes, powers, programs, or activities of the corporation or subsidiary corporation. However, an amendment shall not be effective to impair the obligation of a corporation obligation, bond, note, or contract.