Fundamental Changes

Question 1

Amendments to Articles

Answer 1

A filing of articles of amendment by board, requires shareholder approval if changes number of authorized or existing shares in a certain class OR adversely affects rights of class.

Question 2

Required Vote

Answer 2

Majority of shareholders ENTITLED to vote, NOT majority of present shareholders.

Question 3

Rights Arising

Answer 3

Dissenters of fundamental changes can be bought out.