                                 CODE OF VIRGINIA

AMENDMENTS TO THE ARTICLES OF INCORPORATION (§ 13.1-318)

An association may amend its articles of incorporation by the affirmative vote
of two-thirds of the members voting thereon at any regular meeting, or at a
special meeting called for the purpose. Notice of the proposed amendment and of
the time and place of holding such meetings shall be delivered to each member,
or mailed to his last known address shown by the books of the association, at
least ten days prior to any such meetings. No amendment affecting the priority
or preferential rights of any outstanding nonvoting stock shall be adopted until
the written consent of two-thirds of the holders of such outstanding nonvoting
stock has been obtained. Triplicate originals of the articles of amendment duly
signed and acknowledged together with the filing fee required to be paid shall
be delivered to the Commission. If the Commission finds that the articles comply
with the requirements of law and that all required fees have been paid, it shall
by order issue a certificate of amendment, which shall be admitted to record in
its office. Upon the issuance of such certificate, it shall become effective in
accordance with its terms. One original counterpart of the articles of
amendment, together with the certificate of amendment issued by the Commission,
shall be certified by the Commission to the Commissioner of Agriculture and
Consumer Services for filing and another counterpart shall be certified to the
Director of the State Agricultural Extension Division for filing.

HISTORY: Code 1950, § 13-258; 1956, c. 428.