Before a corporation has received any payment for any of its stock, or a nonstock corporation has any members:

a./b./c. A majority of the directors (or of the incorporators, if the corporation does not have directors yet) may amend the charter by filing in accordance with § 103(a)-(d) a certificate setting forth the amendment and certifying the foregoing. The amendment is

• permissible so long as the amended charter would be lawful as an original charter at the time of the filing of the amendment, but
• effective as of the date on which the original charter became effective, except as to those persons who are substantially and adversely affected by the amendment.