What can the board of directors do in relation to corporate by-laws?

Prepare for the Corporations Bar Exam with our comprehensive quiz. Study with rich flashcards and multiple-choice questions, each offering detailed explanations. Gear up for your success!

The correct answer highlights the authority of the board of directors in relation to the corporate by-laws. The board can indeed adopt and amend by-laws as long as such actions are not prohibited by the corporation's Articles of Incorporation or by relevant statutes. This flexibility allows the board to adapt the governance framework of the corporation to meet its needs and respond to changes in the law or corporate strategy.

By-laws are important for outlining the internal rules and procedures of a corporation, and giving the board the ability to amend them ensures that the organization can function efficiently. The by-laws can govern various aspects of corporate operations, including how meetings are conducted, how directors are elected, and the powers of the officers. When the Articles of Incorporation are silent on this issue, the bylaws serve as a dynamic tool for corporate governance.

The possibility that the board's powers are limited by the Articles means that there might be specific provisions that dictate how by-laws can be established or changed, reflecting the need for oversight and shareholder involvement in certain corporate governance aspects. However, in the absence of such restrictions, the board holds the authority to make necessary adjustments to by-laws.

This contrasts with the other options presented, which either incorrectly state that the board has no power or suggest that

Subscribe

Get the latest from Examzify

You can unsubscribe at any time. Read our privacy policy