Fla. Stat. 607.1008
Amendment pursuant to reorganization
(1)
A corporation’s articles of incorporation may be amended without action by the board of directors or shareholders to carry out a plan of reorganization ordered or decreed by a court of competent jurisdiction under the authority of a law of the United States or of this state.(2)
The individual or individuals designated by the court shall deliver to the department for filing articles of amendment setting forth:The name of the corporation;The text of each amendment approved by the court;The date of the court’s order or decree approving the articles of amendment;The title of the reorganization proceeding in which the order or decree was entered; andA statement that the court had jurisdiction of the proceeding under a federal or Florida statute.(a)
The name of the corporation;(b)
The text of each amendment approved by the court;(c)
The date of the court’s order or decree approving the articles of amendment;(d)
The title of the reorganization proceeding in which the order or decree was entered; and(e)
A statement that the court had jurisdiction of the proceeding under a federal or Florida statute.(3)
Shareholders of a corporation undergoing reorganization do not have appraisal rights except as and to the extent provided in the reorganization plan.(4)
This section does not apply after entry of a final decree in the reorganization proceeding even though the court retains jurisdiction of the proceeding for limited purposes unrelated to consummation of the reorganization plan.
Source:
Section 607.1008 — Amendment pursuant to reorganization, https://www.flsenate.gov/Laws/Statutes/2024/0607.1008 (accessed Aug. 7, 2025).