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§ 346 — Delaware Law | CourtGPT
  1. Home/
  2. Laws/
  3. Delaware/
  4. Title 8 - Corporations/
  5. Chapter 1 - General Corporation Lawsub/
  6. Subchapter XIV - Close Corporations; Special Provisions§ 341. Law Applicable to Close Corporation/
  7. § 346
Delaware Legal Code

§ 346

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(a) A corporation may voluntarily terminate its status as a close corporation and cease to be subject to this subchapter by amending its certificate of incorporation to delete therefrom the additional provisions required or permitted by § 342 of this title to be stated in the certificate of incorporation of a close corporation. Any such amendment shall be adopted and shall become effective in accordance with § 242 of this title, except that it must be approved by a vote of the holders of record of at least 2/3 of the shares of each class of stock of the corporation which are outstanding. (b) The certificate of incorporation of a close corporation may provide that on any amendment to terminate its status as a close corporation, a vote greater than 2/3 or a vote of all shares of any class shall be required; and if the certificate of incorporation contains such a provision, that provision shall not be amended, repealed or modified by any vote less than that required to terminate the corporation's status as a close corporation.8 Del. C. 1953, § 346; 56 Del. Laws, c.

ion, that provision shall not be amended, repealed or modified by any vote less than that required to terminate the corporation's status as a close corporation.8 Del. C. 1953, § 346; 56 Del. Laws, c. 50.;