Utah Code
Utah Code § 16-10a-1020 (2026)
Amendment of bylaws by board of directors or shareholders
✓ current as of May 2026
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A corporation's board of directors may amend the corporation's bylaws at any time, except to the extent that the articles of incorporation, the bylaws, or this chapter reserve this power exclusively to the shareholders, in whole or part.
A corporation's shareholders may amend the corporation's bylaws at any time, even though the bylaws may also be amended at any time by the board of directors.
Notes of Decisions
Cited in 1
case, 2013–2013 · leading case: Strohm v. ClearOne, 2013 UT 21.
Strohm v. ClearOne, 2013 UT 21. “¶28 In any event, the bylaws cited by ClearOne do not support the indemnification standard it advances. The only indemnifica- tion limit in the bylaws that imposes a standard of conduct— Section 5.”
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