Amendment by board of directors or shareholders

A corporation's shareholders may amend or repeal the corporation's bylaws. A corporation's board of directors may amend or repeal the corporation's bylaws, unless: (1) The articles of incorporation or § 47-1A-1021 reserve that power exclusively to the shareholders in whole or part; or (2) The shareholders in amending, repealing, or adopting a bylaw expressly provide that the board of directors may not amend, repeal, or reinstate that bylaw. Source: SL 2005, ch 239, § 246.