Except as provided in Section 5813.5, any amendment of the articles may be adopted by a writing signed by a majority of the incorporators, so long as:
(a) No directors were named in the original articles;
(b) No directors have been elected; and
(c) The corporation has no members.
The board next discussed changing the name of the corporation from ABC Corporation to XYZ Corporation. It noted the costs directly related to the changing the name and those costs indirectly related. On motion duly made, seconded, and unanimously carried, the board adopted the following resolution:
RESOLVED, that the name change presented to the board is approved, and the secretary is directed to file the necessary documents with the California Secretary of State to change the name from ABC Corporation to XYZ Corporation.