Amendment of bylaws by board of directors or members (§ 13.1-892)

§ 13.1-892 – Amendment of bylaws by board of directors or members

A corporation’s board of directors may amend or repeal the corporation’s bylaws except to the extent that:

1. The articles of incorporation or § 13.1-893 reserves that power exclusively to the members; or

2. The members in repealing, adopting, or amending a bylaw expressly provide that the board of directors may not amend, repeal, or reinstate that bylaw.