Delaware Restated Certificate of Incorporation

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Multi-State
Control #:
US-CC-7-313
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Word; 
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This sample form, a detailed Restated Certificate of Incorporation document, is a model for use in corporate matters. The language is easily adapted to fit your specific circumstances. Available in several standard formats.

The Delaware Restated Certificate of Incorporation is a legal document that outlines the fundamental details and structure of a corporation registered in the state of Delaware. It serves as an official acknowledgment of the corporation's existence and provides important information to shareholders, potential investors, and regulatory bodies. The Restated Certificate of Incorporation includes key components such as the corporation's name, purpose, duration (if applicable), business address, registered agent, and principal place of business. It also outlines the authorized stock structure, specifying the number of authorized shares and their classes, if any. A variety of different types of Delaware Restated Certificates of Incorporation exist to accommodate the specific needs and preferences of corporations. Some notable types include: 1. General Corporate Certificate: This is the standard certification document, encompassing the basic details of the corporation, its purpose, and authorized stock structure. 2. Amended and Restated Certificate: When a corporation makes significant changes to its initial Certificate of Incorporation, such as modifying its name, purpose, or stock structure, it files an amended and restated version of the certificate to reflect the updated information. 3. Deliberate Restated Certificate: In situations where a corporation voluntarily chooses to restate its certificate without any specific changes or amendments, it files a deliberate restated certificate to reaffirm its existing information and optimize clarity. 4. Certification of Merger: In the case of a merger or acquisition, corporations file a certification that restates their respective Certificates of Incorporation to demonstrate the resulting structure of the merged entity. 5. Certification of Conversion: When a corporation undergoes a conversion, such as switching from a different entity type (e.g., LLC) to a corporation, it must file a certification that restates the necessary information to reflect the new corporate structure. These various types of Restated Certificates provide corporations with flexibility to adapt and reflect changes in their structure, purpose, and ownership. As Delaware is renowned for its business-friendly legal environment, many companies choose to incorporate there, making familiarity with the Delaware Restated Certificate of Incorporation crucial for legal compliance and effective governance.

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FAQ

To make amendments to your Delaware Stock Corporation, you submit the completed State of Delaware Certificate of Amendment of Certificate of Incorporation form to the Department of State by mail, fax or in person, along with the filing fee and the Filing Cover Memo. Non-stock corporations use a separate amendment form.

You do not have to order a copy of the Articles of Incorporation from your current registered agent or from the registered agent who originally formed your corporation. Any Delaware registered agent can pull a copy of your Articles of Incorporation from the state.

How to get it? By mail ? Simply fill out the Order Form and your request will be processed and the certified copy will be mailed to you. By fax ? Just fill out the Order Form and fax it to the Delaware Corporate Division. In-person ? Submit a finished order form. The order will be expedited if you pay priority fees.

What is an Amended and Restated Certificate of Incorporation? An Amended and Restated Certificate of Incorporation is a legal document filed with the Secretary of State that restates, integrates, and adjusts the startup's initial Articles of Incorporation (i.e. the company's Charter).

To form a Delaware corporation, one must file a Certificate of Incorporation with the State. The Certificate of Incorporation (the ?Certificate?) is the foundation upon which a Delaware corporation is built.

The certificate forms vary by entity type, and examples are available online. The certificate must include the name of the entity, the name and address of the registered agent, and the name, address and signature of the person authorized to file the certificate (the ?incorporator?). Again, this is public information.

Filing annual reports, paying required fees). The Delaware Secretary of State oversees the Division of Corporations, which is responsible for issuing the Certificate of Status or Good Standing. Other names for this document include ?certificate of existence?, ?certificate of authorization?, and ?standing certificate?.

Your Guide to Incorporating in Delaware Delaware articles of incorporation are filed to create a corporation. This guide provides instructions and tips when preparing and filing this legal document.

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Filing Cover Memo Complete and submit with document; Stock corporation · Non ... Validate a Certificate · Corporate Forms · Corporate Fees · UCC Forms & Fees ... The fee to file the Certificate is $194.00 If your document is more than 1 page, you must submit $9.00 for each additional page. You will receive a stamped ...The filing fee for a restated certificate is $194 without amendments. If you wish to re-state the initial articles you must draft your own restated articles. This can be accomplished by preparing a document titled “Amended and Restated Certificate of Incorporation.” This document will follow the original format of ... (3) “Filing Date” shall mean the date on which this Amended and Restated Certificate of Incorporation is filed with the Secretary of State of the State of ... GEVO, INC., a corporation organized and existing under the General Corporation Law of the State of Delaware, does hereby certify as follows: 1. The name of the ... File the amended and restated certificate of incorporation with the Delaware Division of Corporations. Include the applicable filing fee and an additional ... The Corporation reserves the right to amend or repeal any provision contained in this. Certificate in the manner prescribed by the laws of the State of Delaware ... The Board of Directors is hereby authorized to provide for the issuance of shares of Preferred Stock in series and, by filing a certificate pursuant to the ... A. The original Certificate of Incorporation of the Company was filed with the. Secretary of State of the State of Delaware on December 9, 2013.

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Delaware Restated Certificate of Incorporation