3834

(a) A corporation may voluntarily terminate its status as a close corporation and cease to be subject to this chapter by amending its certificate of incorporation to delete therefrom the additional provisions required or permitted by § 3823 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 § 3682 of this title, except that it must be approved by a vote of the holders of at least two-thirds (⅔) of the shares of each class of stock of the corporation which are outstanding.\n(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 two-thirds (⅔) 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be required; and if the certificate of incorporation contains such a provision, that provision shall not be amended, repealed or modified by any vote less than that required to terminate the corporation’s status as a close corporation.\nHistory —Dec. 16, 2009, No. 164, § 14.14.