Arizona Amendments to certificate of incorporation

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US-CC-10-173
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10-173 10-173 . . . Amendment of Articles of Incorporation to provide that corporation be governed by Section 203 of Delaware General Corporation Law, (b) increase number of stockholders required to call special stockholder's meeting from 15% of outstanding shares to a majority, (c) require that stockholders may take action only at a meeting of stockholders, (d) provide that Board of Directors shall have power to fill interim vacancies on Board, (e) provide that stock issuances resulting in a person holding more than 5% of voting power of corporation may be made without stockholder approval, but only if (i) issuance or sale is to a person not affiliated with corporation and (ii) issuance or sale is approved by majority of Non-employee Directors, (f) give Board authority to enter into severance arrangements that are contingent upon a change of control, merger or acquisition of corporation only if (i) such arrangement is approved by majority of Non-employee Directors and (ii) payments to any individual pursuant to such arrangement are limited to maximum amount which does not result in "excess parachute payments" under Section 280G of Internal Revenue Code of 1986, and (g) change stockholder approval requirement for certain amendments of Articles of Incorporation from 75% of outstanding shares to majority of outstanding shares

Keywords: Arizona, amendments, certificate of incorporation, types, detailed description The Arizona Amendments to Certificate of Incorporation refer to the changes made to the original document filed with the state that defines a corporation's legal structure. These amendments are necessary when a corporation seeks to modify certain provisions or add new ones to its original certificate of incorporation. There are several types of Arizona Amendments to Certificate of Incorporation that can be made: 1. Name Change: A corporation may choose to amend its certificate of incorporation to change its legal name. This could be due to rebranding efforts or any other strategic reasons. 2. Registered Agent Modification: Corporations may need to amend their certificate of incorporation to update the information of their registered agent. This is the person or entity responsible for receiving legal documents on behalf of the corporation. 3. Additional Authorized Shares: If a corporation intends to issue more shares than initially authorized in its certificate of incorporation, an amendment is required to increase the authorized share capital. This allows the corporation to raise additional funds or accommodate new shareholders. 4. Change in Corporate Purpose: The certificate of incorporation outlines the general business purposes of a corporation. If there is a need to modify or expand these purposes, an amendment becomes necessary. 5. Alteration of Capital Structure: Changes in stock classes, preferred stock provisions, or voting rights of certain shares are examples of alterations to a corporation's capital structure. In such cases, an amendment to the certificate of incorporation may be required. 6. Merger or Consolidation: When two or more corporations choose to merge or consolidate their operations, an amendment to the certificate of incorporation is needed to reflect the new structure and ownership. 7. Dissolution: In the event of a decision to dissolve or terminate the corporation, an amendment to the certificate of incorporation is made to formally reflect this change. To make these amendments, the corporation must file the appropriate paperwork with the Arizona Secretary of State's office. This typically requires submitting a completed amendment form along with the required filing fee. Amending the certificate of incorporation ensures that a corporation's legal standing is accurately reflected, and it allows the corporation to operate in alignment with its current objectives and requirements.

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An amendment to your corporation's Articles of Incorporation is filed when you need to update, add to, or otherwise change the original content of your articles. Amendments are important corporate filings as they are required to modify essential corporate information, such as changes to stock information.

Texas has one form for all domestic for-profit businesses. Fill out and file in duplicate Form 424, Certificate of Amendment. You can file it in person, by mail or online at Texas SOSDirect for $1 log in fee. You also can fax your amendment with form 807 with your credit card information.

A certified copy of your Articles of Organization or Articles of Incorporation can be ordered by mail or in person, but we recommend mailing. Normal processing takes up to 2 weeks, plus additional time for mailing, and costs 50 cents per page, not to exceed $15. LLC documents will have additional charges.

When updating your Arizona LLC's Articles of Organization, you need to file Articles of Amendment with the Arizona Corporation Commission. Additional forms may also be required, and you may have to publish notice of the amendment. You can file your Articles of Amendment in person, by mail or online for a $25 fee.

To amend (change, add or delete) provisions contained in the Articles of Incorporation, it is necessary to prepare and file with the California Secretary of State a Certificate of Amendment of Articles of Incorporation in compliance with California Corporations Code sections 900-910.

The Articles of Incorporation are like the constitution of the corporation that provides a broad framework for its establishment, whereas the bylaws can be likened to the individual laws that must be consistent with the Articles of Incorporation.

The process of amending a corporation's articles is typically done through a special resolution. This can be achieved by a resolution approved by no less than two-thirds of the votes cast at a meeting of shareholders, or by a written resolution signed by all eligible shareholders.

(1) A corporation's board of directors may restate its articles of incorporation at any time with or without a vote of the members. (2) The restatement may include one or more amendments to the articles of incorporation.

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You can submit the amendment by mail, fax, or in person. Include the Arizona Corporation filing cover sheet. The cover sheet and the Articles of Amendment form ... CHANGING TO MEMBER-MANAGED LLC – complete and attach the Member Structure Attachment form L041. The filing will be rejected if it is submitted without the ...Sign on the line underneath the “I accept” box. Print the name of the individual next to the signature. Fill in the date. Check the appropriate box underneath. Step 3: File your Arizona amendment ... To file an amendment to your articles, you need to use the exact name recorded with the ACC on your new filing. If you're ... Changing any information on the formation documents of your Arizona company requires the filing of proper paperwork and completion of the Arizona amendment ... To amend your domestic corporation's Articles of Incorporation, file Form CF: 0040, Articles of Amendment and one exact copy with the Arizona Corporations ... Most states do not require that you file amended formation documents to designate a new registered agent. While registered agent changes must be reported to the ... Duly adopted restated articles of incorporation supersede the original articles of incorporation and all amendments to them. G. The commission may certify ... For information on filing as an Arizona corporation, contact the Arizona Corporation Commission by calling 602.542.3135 or going to azcc.gov. You may research corporate public records on the Arizona Corporation Commission's search website. Arizona Corporation Commission directory.

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Arizona Amendments to certificate of incorporation