§ 13.1-705 Authority to amend articles of incorporation.
§ 13.1-706 Amendment of articles of incorporation by the board of directors.
§ 13.1-707 Amendment of articles of incorporation by the board of directors and shareholders.
§ 13.1-708 Voting on amendments by voting groups.
§ 13.1-709 Amendment of articles of incorporation by incorporators.
§ 13.1-710 Articles of amendment.
§ 13.1-711 Restated articles of incorporation.
§ 13.1-712 Repealed.
§ 13.1-712.1 Abandonment of amendment or restatement of articles of incorporation.
§ 13.1-713 Effect of amendment of articles of incorporation.
§ 13.1-714 Amendment of bylaws by board of directors or shareholders.
§ 13.1-715 Bylaw provisions increasing quorum or voting requirements for the board of directors.

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Terms Used In Virginia Code > Title 13.1 > Chapter 9 > Article 11 - Amendment of Articles of Incorporation and Bylaws.

  • 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.
  • Articles of incorporation: means all documents constituting, at any particular time, the charter of a corporation. See Virginia Code 13.1-603
  • Authorized shares: means the shares of all classes a domestic or foreign corporation is authorized to issue. See Virginia Code 13.1-603
  • City: means an independent incorporated community which became a city as provided by law before noon on July 1, 1971, or which has within defined boundaries a population of 5,000 or more and which has become a city as provided by law. See Virginia Code 1-208
  • Commission: means the State Corporation Commission of Virginia. See Virginia Code 13.1-603
  • 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.
  • Damages: Money paid by defendants to successful plaintiffs in civil cases to compensate the plaintiffs for their injuries.
  • Deed: The legal instrument used to transfer title in real property from one person to another.
  • Dependent: A person dependent for support upon another.
  • domestic corporation: means a corporation authorized by law to issue shares, irrespective of the nature of the business to be transacted, organized under this chapter or existing pursuant to the laws of the Commonwealth on January 1, 1986, or which, by virtue of articles of incorporation, amendment, or merger, has become a domestic corporation of the Commonwealth, even though also being a corporation organized under laws other than the laws of the Commonwealth, or that has become a domestic corporation of the Commonwealth pursuant to Article 12. See Virginia Code 13.1-603
  • Entitlement: A Federal program or provision of law that requires payments to any person or unit of government that meets the eligibility criteria established by law. Entitlements constitute a binding obligation on the part of the Federal Government, and eligible recipients have legal recourse if the obligation is not fulfilled. Social Security and veterans' compensation and pensions are examples of entitlement programs.
  • Escrow: Money given to a third party to be held for payment until certain conditions are met.
  • Foreclosure: A legal process in which property that is collateral or security for a loan may be sold to help repay the loan when the loan is in default. Source: OCC
  • Includes: means includes, but not limited to. See Virginia Code 1-218
  • Interest: means either or both of the following rights under the organic law governing an unincorporated entity:

    1. See Virginia Code 13.1-603

  • Interest holder: means a person who holds of record an interest. See Virginia Code 13.1-603
  • Interest holder liability: means :

    1. See Virginia Code 13.1-603

  • Lease: A contract transferring the use of property or occupancy of land, space, structures, or equipment in consideration of a payment (e.g., rent). Source: OCC
  • Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
  • Lien: A claim against real or personal property in satisfaction of a debt.
  • Locality: means a county, city, or town as the context may require. See Virginia Code 1-221
  • Person: includes an individual and an entity. See Virginia Code 13.1-603
  • person: means the beneficiary of the trust rather than the trust or the trustee. See Virginia Code 55.1-2100
  • Proceeding: includes civil suit and criminal, administrative, and investigatory action. See Virginia Code 13.1-603
  • Quorum: The number of legislators that must be present to do business.
  • Real estate: includes (i) parcels with or without upper or lower boundaries and (ii) spaces that may be filled with air or water. See Virginia Code 55.1-2100
  • Security interest: includes a mortgage, deed of trust, trust deed, security deed, contract for deed, land sales contract, lease intended as security, assignment of lease or rents intended as security, pledge of an ownership interest in an association, and any other consensual lien or title retention contract intended as security for an obligation. See Virginia Code 55.1-2100
  • Service of process: The service of writs or summonses to the appropriate party.
  • Settlement: Parties to a lawsuit resolve their difference without having a trial. Settlements often involve the payment of compensation by one party in satisfaction of the other party's claims.
  • Shareholder: means a record shareholder. See Virginia Code 13.1-603
  • Shares: means the units into which the proprietary interests in a corporation are divided. See Virginia Code 13.1-603
  • State: when applied to a part of the United States, includes any of the 50 states, the District of Columbia, the Commonwealth of Puerto Rico, Guam, the Northern Mariana Islands, and the United States Virgin Islands. See Virginia Code 1-245
  • Town: means any existing town or an incorporated community within one or more counties which became a town before noon, July 1, 1971, as provided by law or which has within defined boundaries a population of 1,000 or more and which has become a town as provided by law. See Virginia Code 1-254
  • United States: includes the 50 states, the District of Columbia the Commonwealth of Puerto Rico, Guam, the Northern Mariana Islands and the United States Virgin Islands. See Virginia Code 1-255
  • Voting group: means all shares of one or more classes or series that under the articles of incorporation or this chapter are entitled to vote and be counted together collectively on a matter at a meeting of shareholders. See Virginia Code 13.1-603
  • written: means any information in the form of a document. See Virginia Code 13.1-603