15 U.S.C. § 150 : US Code - Section 150: Stockholders' meetings

Search 15 U.S.C. § 150 : US Code - Section 150: Stockholders' meetings

(a) Time of first meeting; quorum
Within six months after the issuance of the certificate of
incorporation of a China Trade Act corporation there shall be held
a stockholders' meeting either at the principal office or a branch
office of the corporation. Such meeting shall be called by a
majority of the directors named in the articles of incorporation
and each stockholder shall be given at least ninety days' notice of
the meeting either in person or by mail. The holders of two-thirds
of the voting shares, represented in person or by proxy, shall
constitute a quorum at such meetings authorized to transact
business. At this meeting or an adjourned meeting thereof a code of
bylaws for the corporation shall be adopted by a majority of the
voting shares represented at the meeting.
(b) Questions for determination only by stockholders
The following questions shall be determined only by the
stockholders at a stockholders' meeting:
(1) Adoption of the bylaws;
(2) Amendments to the articles of incorporation or bylaws;
(3) Authorization of the sale of the entire business of the
corporation or of an independent branch of such business;
(4) Authorization of the voluntary dissolution of the
corporation; and
(5) Authorization of application for the extension of the
period of duration of the corporation.
(c) Authorization of amendments to articles of incorporation
The adoption of any such amendment or authorization shall require
the approval of at least two-thirds of the voting shares. No
amendment to the articles of incorporation or authorization for
dissolution or extension shall take effect until (1) the
corporation files a certificate with the Secretary stating the
action taken, in such manner and form as shall be by regulation
prescribed, and (2) such amendment or authorization is found and
certified by the Secretary to conform to the requirements of this
chapter.
(d) Filing of bylaws and amendments and minutes of stockholders'
meetings with registrar
A certified copy of the bylaws and amendments thereof and of the
minutes of all stockholders' meetings of the corporation shall be
filed with the registrar.