Who is generally the real party-in-interest entitled to question any amendment in the articles of incorporation or bylaws?

The real party-in-interest entitled to question any amendment in the articles of incorporation or bylaws is primarily the shareholder or member of the corporation. This is because shareholders or members have a direct stake in the governance and structural changes of the corporation. They possess voting rights and may be directly affected by amendments, which can impact their ownership, rights, and the overall management of the company.

When amendments to articles of incorporation or bylaws are proposed, it is the shareholders or members who typically exercise their rights to vote on these matters during meetings. Their interests and the potential implications of such changes justify their status as the real parties-in-interest with the standing to raise concerns or challenges regarding these amendments.

The involvement of creditors, third persons, or customers in amendments to corporate rules is generally less direct. While such parties may have vested interests in the corporation's operations, they do not hold ownership or membership rights, which fundamentally differentiates their position from that of shareholders or members. As a result, they lack the same legal standing to contest changes to the articles or bylaws.