Amendment before issuance of shares

(a) If a corporation has not yet issued shares, its incorporators or board of directors may adopt one or more amendments to the corporation’s articles of incorporation. (b) If any amendment before shares are issued makes a material change in the articles of incorporation, nonassenting subscribers for shares shall be entitled to rescind their subscriptions. (Code 1981, § 14-2-1005, enacted by Ga. L. 1988, p. 1070, § 1.) COMMENT Source: Model Act, Section 10.05. This follows prior law, § 14-2-191. Subsection (b) was added to the Model Act provisions from former § 14-2-191(a). Cross-References Articles of amendment, see § 14-2-1006. Effective date of amendment, see § 14-2-123. Incorporators, see § 14-2-201.