Article XIV - AMENDMENTS TO ARTICLES OF INCORPORATION
The Association may elect to amend its Articles of Incorporation, in the manner set forth herein.
- Proposal of Amendment. Every amendment to the articles shall be proposed by:
- the adoption by the Board of Directors or other body of a resolution setting forth the proposed amendment;
- Petition of members entitled to cast at least ten percent (10%) of the votes which all members are entitled to cast thereon, setting forth the proposed amendment, which petition shall be directed to the Board of Directors and filed with the Executive Vice President of the Association; or,
- such other method as may be determined, from time to time, by the Board of Directors.
- Language of Resolution or Petition. The resolution or petition shall contain the language of the proposed amendment to the articles by providing that the articles shall be amended so as to read as therein set forth in full, or that any provision thereof be amended so as to read as therein set forth in full, or that the matter stated in the resolution or petition be added to or stricken from the articles. Any number of amendments may be proposed on any given occasion and included within any one resolution or petition.
- Voting by Members. The Board of Directors or other body or the petitioning members shall direct that the proposed amendment be submitted to a vote of the members entitled to vote thereon at a regular or special meeting of the members. The proposed amendment shall be adopted upon receiving the affirmative vote of the members present entitled to cast at least a majority of the votes which all members present are entitled to cast thereon.
- Notice. Written notice shall, not less than ten (10) days before the meeting of members called for the purpose of considering the proposed amendment, be given to each member of record entitled to vote thereon. There shall be included in, or enclosed with, such notice a copy of the proposed amendment or a summary of the changes to be effected thereby. Provisions regarding the requirements of notice set forth in these bylaws shall govern any notice of proposed Amendments to the Articles of Incorporation.
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Loews Miami Beach Hotel
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