Tennessee § 7-39-204 - Amendment of certificate.

Full text of Tennessee Tennessee Code Annotated § 7-39-204 — Amendment of certificate., with citation guidance and answers to common questions.

§ 7-39-204. Amendment of certificate.

The certificate of incorporation may, at any time, and from time to time, be amended so as to make any changes in the certificate of incorporation and add any provisions to the certificate of incorporation that might have been included in the original certificate of incorporation. Any such amendment shall be effected in the following manner: The members of the board of directors of the corporation shall file with the governing body of the associated municipality an application in writing seeking permission to amend the certificate of incorporation, specifying in such application the amendment proposed to be made. The governing body shall consider the application and, if it shall, by appropriate resolution, duly find and determine that it is wise, expedient, necessary or advisable that the proposed amendment be made and shall authorize the amendment to be made and shall approve the form of the proposed amendment, then the persons making application shall execute an instrument embodying the amendment specified in the application, and shall file the application with the secretary of state. The proposed amendment shall be subscribed and acknowledged by each member of the board of directors before an officer authorized by the laws of Tennessee to take acknowledgments to deeds. The secretary of state shall examine the proposed amendment and, if the secretary of state finds that the requirements of this section have been complied with and the proposed amendment is within the scope of what might be included in an original certificate of incorporation, the secretary of state shall approve the amendment and record it in an appropriate book in the secretary of state's office. When an amendment has been so made, filed and approved, it shall become effective and the certificate of incorporation shall be amended to the extent provided in the amendment. No certificate of incorporation shall be amended except in the manner provided in this section. Acts 1977, ch. 299, § 8; T.C.A., § 6-4208.

Source: official Tennessee text · Last verified 2026-08-27

Frequently Asked Questions About Tennessee § 7-39-204

What does Tennessee Code Annotated § 7-39-204 cover?

Section 7-39-204 ("Amendment of certificate.") is part of the Tennessee Code Annotated, the codified statutory law of Tennessee. It sets out the legal rule or procedure described in the text above. Statutes are amended regularly, so always verify against the official source.

How do I cite Tennessee § 7-39-204?

A common citation format is "Tennessee Code Annotated § 7-39-204" (Tennessee). Legal writing may require the code abbreviation, section number, and year or edition. Match the style required by your court, professor, or publisher.

Is this the official text of Tennessee law?

No. This page is for research and education and may not include the most recent amendments. For official current law, check the Tennessee official source linked on this page or consult a licensed Tennessee attorney.

How does Tennessee § 7-39-204 apply to my situation?

Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in Tennessee can advise on how this section applies to you. Contact your state or local bar association for a referral.

Sources & Verification

Not legal advice. Verify against the official source and consult a licensed attorney in Tennessee.