Except as otherwise provided in the certificate of incorporation:

(1) the board of directors of a nonmembership nonprofit corporation may adopt amendments to the nonmembership nonprofit corporation’s certificate of incorporation; and

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Terms Used In Alabama Code 10A-3A-9.05

  • 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.
  • certificate of incorporation: as used in this chapter is synonymous to the term certificate of formation used in Chapter 1. See Alabama Code 10A-3A-1.02
  • 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.
  • person: includes a corporation as well as a natural person. See Alabama Code 1-1-1
(2) an amendment adopted by the board of directors under this section must also be approved by that person or group of persons, if any, whose approval is required by the certificate of incorporation in accordance with Section 10A-3A-9.30.