§ 23-48-308 - Filing of amendments to articles of incorporation. - Arkansas Statutes

23-48-308. Filing of amendments to articles of incorporation.

(a) (1) An application for approval of a proposed charter amendment described in 23-48-307 shall be submitted to the Bank Commissioner in the manner and form that the commissioner may prescribe and shall include the information set forth in subsection (b) of this section, and contain additional information which the commissioner may require.

(2) The application shall include duplicate copies of each proposed charter amendment, in the form of an amendment to the articles of incorporation, each copy to be certified by the president or a vice president.

(b) Each duplicate shall have annexed thereto, over the official signatures, a certificate showing:

(1) The date on which the amendment was authorized by the stockholders;

(2) The number of shares of each class entitled to vote on the amendment which were outstanding on the date of the stockholders' meeting;

(3) The number of shares of each class entitled to vote on the amendment whose owners were present in person or by proxy;

(4) The number of shares of each class voted for and against the amendment; and

(5) The manner in which the meeting was called and the time and manner of giving notice, with a certification that the meeting was lawfully called and held.

(c) The commissioner may also require the delivery to him of additional copies of the proposed amendment that he may desire in order to present the matter to the State Banking Board and any parties opposing the amendment.

(d) (1) One (1) of the duplicate copies of any charter amendment filed with the commissioner and certified as prescribed in this section, bearing an endorsement of the commissioner showing that the amendment has been approved by him and by the board, shall be returned to the applicant state bank.

(2) The amendment shall become effective when it has been approved by the commissioner and the board.

(e) (1) Each application for approval of a proposed charter amendment described in 23-48-307 shall be accompanied by a fee of not less than one hundred dollars ($100) nor more than five hundred dollars ($500).

(2) The fee shall be set by State Bank Department regulation and shall be paid to the department.