(a) The certificate of incorporation of a membership nonprofit corporation may require that an amendment to the certificate of incorporation, including amendments under Section 10A-3A-9.03(g), be approved in writing by a specified person or group of persons in addition to the board of directors and members. The certificate of incorporation of a nonmembership nonprofit corporation may require that an amendment to the certificate of incorporation be approved in writing by a specified person or group of persons in addition to the board of directors.
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Terms Used In Alabama Code 10A-3A-9.30

  • 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
  • writing: includes typewriting and printing on paper. See Alabama Code 1-1-1
(b) The certificate of incorporation or bylaws of a membership nonprofit corporation may require that an amendment to the bylaws be approved in writing by a specified person or group of persons in addition to the board of directors and members. The certificate of incorporation or bylaws of a nonmembership nonprofit corporation may require that an amendment to the bylaws be approved in writing by a specified person or group of persons in addition to the board of directors.
(c) A requirement in the certificate of incorporation or bylaws described in Section 10A-3A-9.30(a) or (b) may only be amended with the approval in writing of the specified person or group of persons.
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