Who should consider amending the articles
An amendment of the articles makes sense once the relationship between the shareholders has changed, once the rules governing the management board have to be brought in line with a new business reality, or once provisions that were drafted too broadly at the outset need tightening. Sometimes an amendment prevents a future dispute between shareholders, and sometimes it resolves one that already exists.
Form of the amendment: notarial as the rule, S24 as the exception
The rule is a notarial minute. The resolution amending the articles of association has to be recorded in a minute drawn up by a notary. The exception concerns companies whose articles were originally concluded using the template in the S24 system: such companies may amend their articles through the electronic system, but only as regards the variable provisions of the articles. Where the company was formed before a notary, or where the amendment goes beyond those variable provisions, the S24 route is not available.