P.R. Laws tit. 26, § 2907
(1) Amendment of articles of incorporation of a domestic insurer changing place of business, changing name, modifying its powers and objectives, and for any other lawful purpose may be made by resolution adopted by a majority vote of its board of directors and by the affirmative vote or written assent of two-thirds of its outstanding voting capital stock, or two-thirds of the members (if a mutual insurer) voting at a valid meeting of members; except that no amendment changing the authorized capital of a stock insurer shall be made unless with unanimous written consent of its stockholders, or upon resolution adopted at a valid meeting of stockholders by a vote of not less than three-fourths of all outstanding shares then having voting rights. Provided, That upon the previous authorization of the Commissioner, articles of incorporation may be amended to reduce the parity of shares to an amount less than the par value stipulated in subsection (5) of § 2805 of this title, but no reduction may be authorized if same reduces the par value to an amount less than one dollar ($1).
(2) If the amendment is to change the insurer’s name after the transaction of insurance in Puerto Rico thereunder, the proposed amendment shall not be submitted to the insurer’s stockholders or members until after the insurer has applied for and received the consent of the Commissioner to the proposed change. The Commissioner shall promptly give such consent unless the proposed name would be in violation of § 325 of this title (name not similar to that of other authorized insurer, or deceptive as to type of organization).
(3) After adoption of the amendment by the insurer’s stockholders or members, the insurer’s president and secretary shall, under the corporate seal, certify the amendment in triplicate and file one copy with the Commissioner, one copy with the Secretary of State, and retain the other copy in the corporate records. Upon completion of such filings the amendment shall be deemed effectuated.
History —Ins. Code § 29.070; June 13, 1966, No. 28, p. 149, § 2.