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S.C. Code Ann. § 33-31-1003

Amendment of articles by directors and members

Known as the South Carolina Nonprofit Corporation Act

The act spans §§ 33–33 (186 sections).

Applied in 1 court decision — leading case All Saints Parish Waccamaw v. Protestant Episcopal Church in Diocese (2009)

Most recently applied in All Saints Parish Waccamaw v. Protestant Episcopal Church in Diocese (September 2009)

1994 Act No. 384, SECTION 1.

(a) If the corporation has members entitled to vote on the amendment, unless this chapter, the articles, or bylaws require a greater vote or voting by class, an amendment to a corporation's articles to be adopted must be approved:

(1) by the board if the corporation is a public benefit or religious corporation and the amendment does not relate to the number of directors, the composition of the board, the term of office of directors, or the method or way in which directors are elected or selected;

(2) except as provided in Section 33-31-1002(a), by the members by two-thirds of the votes cast or a majority of the voting power, whichever is less; and

(3) in writing by any person or persons whose approval is required by a provision of the articles authorized by Section 33-31-1030.

(b) If the board or the members seek to have the amendment approved by the members at a membership meeting, the corporation shall give notice to its members of the proposed membership meeting in writing in accordance with Section 33-31-205. The notice must state that the purpose, or one of the purposes, of the meeting is to consider the proposed amendment and contain or be accompanied by a copy or summary of the amendment.

(c) If the board or the members seek to have the amendment approved by the members by written consent or written ballot, the material soliciting the approval shall contain or be accompanied by a copy or summary of the amendment.

Official source: South Carolina Legislature. Reproduced from public-domain South Carolina statutes; confirm against the official source for the current text. Not legal advice.