Wisconsin Code § 180.1003

Amendment of articles of incorporation by board of directors and shareholders
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(1) (a) The corporation’s board of directors may propose one or more amendments
to the articles of incorporation for submission to shareholders.
(b) The board of directors may condition its submission of the
proposed amendment on any basis.
(2) (a) The corporation shall notify each shareholder,
whether or not entitled to vote, of the proposed shareholders’
meeting in accordance with s. 180.0705, except as provided in
par. (b).
(b) The notice shall state that the purpose, or one of the purposes, of the meeting is to consider and to act upon the proposed
amendment and shall contain or be accompanied by a copy or
summary of the amendment.
(3) Unless this chapter, the articles of incorporation, bylaws
adopted under authority granted in the articles of incorporation
or, acting under sub. (1) (b) , the board of directors requires a
greater vote or a vote by voting groups, the amendment is adopted
if approved by all of the following:
(a) A majority of the votes entitled to be cast on the amendment by each voting group with respect to which the amendment
would create dissenters’ rights under s. 180.1302.
(b) The votes required by ss. 180.0725 and 180.0726 by every
other voting group entitled to vote on the amendment.

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