(a) A bylaw that fixes a greater quorum or voting requirement for the board of directors may be amended or repealed:
(1) if originally adopted by the shareholders, only by the shareholders;
(2) if originally adopted by the board of directors, either by the shareholders or by the board of directors.
(b) A bylaw adopted or amended by the shareholders that fixes a greater quorum or voting requirement for the board of directors may provide that it may be amended or repealed only by a specified vote of either the shareholders or the board of directors.
(c) Action by the board of directors under subsection (a)(2) to adopt or amend a bylaw that changes the quorum or voting requirement for the board of directors must meet the same quorum requirement and be adopted by the same vote required to take action under the quorum and voting requirement then in effect or proposed to be adopted, whichever is greater.
HISTORY: 1988 Act No. 444, Section 2.
Structure South Carolina Code of Laws
Title 33 - Corporations, Partnerships and Associations
Chapter 10 - Amendment Of Articles Of Incorporation And Bylaws
Section 33-10-101. Authority to amend.
Section 33-10-102. Amendment by board of directors.
Section 33-10-103. Amendment by board of directors and shareholders.
Section 33-10-104. Voting on amendments by voting groups.
Section 33-10-105. Amendment before issuance of shares.
Section 33-10-106. Articles of amendment.
Section 33-10-107. Restated articles of incorporation.
Section 33-10-108. Amendment pursuant to reorganization.
Section 33-10-109. Effect of amendment.
Section 33-10-110. Conversion to nonprofit public benefit corporation.
Section 33-10-200. Amendment by board of directors or shareholders.
Section 33-10-210. Bylaw increasing quorum or voting requirement for shareholders.
Section 33-10-220. Bylaw increasing quorum or voting requirement for directors.