Amending Bylaws 
The hassle of calling a shareholders' meeting can be avoided if the shareholders adopt the resolution on Form 1122, which gives the board unlimited power to amend the bylaws. However, this resolution also specifies that the shareholders reserve the right to revoke or change any bylaw amendment that the board adopts.~

Form 1122:     SHAREHOLDERS' RESOLUTION ON BOARD OF DIRECTORS' AUTHORITY TO AMEND BYLAWS~
SHAREHOLDERS' RESOLUTION ON BOARD OF DIRECTORS' AUTHORITY TO AMEND BYLAWS

RESOLVED, that the Board of Directors of > Corporation is hereby granted the authority to amend, alter, add to, repeal, rescind or change in any other way any and all of the Bylaws of this Corporation as the Board of Directors shall deem fit and proper, and such authority shall not require either any action or consent by or from the shareholders of the > Corporation; and it is 
FURTHER RESOLVED, that the shareholders are to retain the right to revoke the above grant of authority to the directors. Such revocation shall be made by a resolution adopted by the holders of a majority of the > Corporation's stock entitled to vote at a duly convened meeting of shareholders. Unless and until such revocation action is taken by the shareholders, the shareholders shall not exercise their power, under Article > of the Bylaws to amend, alter, add to, repeal, rescind or change in any way the Bylaws of the > Corporation. 
The undersigned, > , certifies that I am the duly appointed Secretary of > Corporation and that the above is a true and correct copy of a resolution duly adopted at a meeting of the shareholders thereof, convened and held in accordance with law and the Bylaws of said Corporation on > , 19> , and that such resolution is now in full force and effect. 
IN WITNESS THEREOF, I have affixed my name as Secretary of > Corporation and have attached the seal of > Corporation to this resolution.
Secretary 
Dated: > , 19> .
(SEAL)