15 U.S.C. § 150 — Stockholders’ meetings

(a) Time of first meeting; quorum. Within six months of getting its certificate of incorporation, a China Trade Act corporation must hold a stockholders' meeting, at its main office or a branch office. A majority of the directors named in the articles of incorporation must call the meeting. Every stockholder must get at least 90 days' notice, either in person or by mail. To do business, holders of two-thirds of the voting shares must be present, in person or by proxy — that's the quorum. At that meeting, or one it's adjourned to, a majority of the voting shares present must adopt a set of bylaws. (b) Questions for determination only by stockholders. Only the stockholders, voting at a stockholders' meeting, can decide five things: adopting the bylaws; amending the articles of incorporation or the bylaws; approving the sale of the entire business, or of an independent branch of it; approving the corporation's voluntary dissolution; and approving an application to extend how long the corporation is allowed to exist. (c) Authorization of amendments to articles of incorporation. Any amendment to the articles, or any authorization to dissolve or extend the corporation, needs approval from at least two-thirds of the voting shares. Even then, it does not take effect until two more things happen: the corporation files a certificate with the Secretary describing the action taken, in the form the Secretary requires by regulation; and the Secretary reviews it and certifies that it meets the requirements of this chapter. (d) Filing of bylaws and amendments and minutes of stockholders' meetings with registrar. The corporation must file a certified copy of its bylaws, any amendments to them, and the minutes of every stockholders' meeting with the registrar.