FORMAL REQUISITES:

SPECIFIC CORPORATE Board action by 2/3 vote out- Non-voting Qualified notice Appraisal right Additional
POWERS majority vote standing capital shares applicable Requirement
(transcribe by 4blue 95) stock/membership participation
Sec. 37 Yes
Extend/Shorten Yes Yes Yes Yes if extension
Corporate Term
Sec. 38
Increase/decrease Capital Stock Yes Yes Yes Yes No
Incur/increase Bonded indebtedness
Sec. 39
Deny pre-emptive right Yes Yes Yes Yes No

Sec. 40 Yes
Sale/other disposition of ASSETS Yes Yes Yes Yes Sec. 81

Sec. 41 Yes
Acquire own shares Provided No
Unrestricted RE
Exists
Sec. 42
Invest in another Corp/business Yes Yes Yes Yes Yes

Sec. 43
Declare stock dividend Yes Yes No

Sec. 44 Majority vote 2/3 stockholder

Enter Management contract Yes of OCS/ Yes No vote if common
members shareholder is 1/3
owner & managed
corp.
Sec. 48 Majority
Amend-By-Laws Yes of OCS/ Yes No
members
Sec. 48
Delegate amendment of By-Laws Yes Yes Yes Yes No

Sec. 48 Majority vote of

Revocation of delegation to amend OCS/ members No
By-Laws
Sec. 77 Yes Yes
Merger/Consolidation/Amendments Yes Yes Yes 2 wks prior Sec. 81
thereto
Sec. 118 Yes 3 consecutive wks
Vol. Dissolution, no creditors Yes Yes Yes 30 days prior No publication
(Sec. 118)
Sec. 119 3 consecutive wks
Vol. dissolution, with creditors Yes Yes Yes Yes No publication and
posting