§414-301 - Amendment by board of directors or shareholders.

B.  AMENDMENTOF BYLAWS

[§414-301]  Amendment by board of directorsor shareholders.  (a)  A corporation's board of directors may amend orrepeal the corporation's bylaws unless:

(1)  The articles of incorporation or this chapterreserve this power exclusively to the shareholders in whole or part; or

(2)  The shareholders in amending or repealing aparticular bylaw provide expressly that the board of directors may not amend orrepeal that bylaw.

(b)  A corporation's shareholders may amend orrepeal the corporation's bylaws even though the bylaws may also be amended orrepealed by its board of directors. [L 2000, c 244, pt of §1]