Harris Texas Amendments to certificate of incorporation

• Category: Corporations - Public - Limited Partnerships
• State: Multi-State
• County: Harris
• Control #: US-CC-10-173
• Format: Word; Rich Text

Description

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 Harris Texas Amendments to Certificate of Incorporation involve making changes and updating important details in a company's legal document governing its existence and operation. These amendments are typically filed with the Secretary of State in Harris County, Texas. The Certificate of Incorporation is a foundational document that outlines the structure, purpose, and regulations of a corporation. Having the flexibility to amend it allows a corporation to adapt to evolving business needs, ensure compliance with legal requirements, and address any modifications in ownership or corporate structure. There are several types of Harris Texas Amendments to Certificate of Incorporation based on the changes being made: 1. Change of Name: Companies may choose to change their official name due to rebranding, mergers, or other strategic decisions. The amendment process updates the Certificate of Incorporation to reflect the new name while ensuring its legality. 2. Increase or Decrease in Authorized Shares: As a corporation grows or scales back its operations, it may need to adjust the number of authorized shares it can issue. Such amendments protect the integrity of the corporation's ownership structure and maintain compliance with state regulations. 3. Amendment of Purpose: Organizations may modify the purpose clause in the Certificate of Incorporation to accommodate new business endeavors or shift their focus. This amendment clarifies the company's objectives and ensures alignment with its current operations. 4. Alteration of Registered Agent or Registered Office: If a corporation changes its registered agent or the location of its registered office within Harris County, Texas, an amendment must be filed to reflect these changes accurately. The registered agent acts as the official point of contact for legal matters. 5. Amendment of Capital Structure: A company may decide to amend its capital structure by changing the class of shares, altering voting rights, or adding new classes of shares. Such modifications need to be documented in the Certificate of Incorporation to prevent any confusion or disputes among shareholders. 6. Amendment of Bylaws: While not directly related to the Certificate of Incorporation, amendments to the corporation's bylaws may also be necessary to reflect changes made in the Certificate. Bylaws govern the internal operations of the corporation and must align with the Certificate of Incorporation. Harris Texas Amendments to Certificate of Incorporation provide flexibility for corporations operating within the jurisdiction. It is essential to adhere to proper legal procedures and consult with legal professionals when making changes to ensure compliance and maintain the integrity of the corporation's structure and objectives.

Harris Texas Amendments to Certificate of Incorporation involve making changes and updating important details in a company's legal document governing its existence and operation. These amendments are typically filed with the Secretary of State in Harris County, Texas. The Certificate of Incorporation is a foundational document that outlines the structure, purpose, and regulations of a corporation. Having the flexibility to amend it allows a corporation to adapt to evolving business needs, ensure compliance with legal requirements, and address any modifications in ownership or corporate structure. There are several types of Harris Texas Amendments to Certificate of Incorporation based on the changes being made: 1. Change of Name: Companies may choose to change their official name due to rebranding, mergers, or other strategic decisions. The amendment process updates the Certificate of Incorporation to reflect the new name while ensuring its legality. 2. Increase or Decrease in Authorized Shares: As a corporation grows or scales back its operations, it may need to adjust the number of authorized shares it can issue. Such amendments protect the integrity of the corporation's ownership structure and maintain compliance with state regulations. 3. Amendment of Purpose: Organizations may modify the purpose clause in the Certificate of Incorporation to accommodate new business endeavors or shift their focus. This amendment clarifies the company's objectives and ensures alignment with its current operations. 4. Alteration of Registered Agent or Registered Office: If a corporation changes its registered agent or the location of its registered office within Harris County, Texas, an amendment must be filed to reflect these changes accurately. The registered agent acts as the official point of contact for legal matters. 5. Amendment of Capital Structure: A company may decide to amend its capital structure by changing the class of shares, altering voting rights, or adding new classes of shares. Such modifications need to be documented in the Certificate of Incorporation to prevent any confusion or disputes among shareholders. 6. Amendment of Bylaws: While not directly related to the Certificate of Incorporation, amendments to the corporation's bylaws may also be necessary to reflect changes made in the Certificate. Bylaws govern the internal operations of the corporation and must align with the Certificate of Incorporation. Harris Texas Amendments to Certificate of Incorporation provide flexibility for corporations operating within the jurisdiction. It is essential to adhere to proper legal procedures and consult with legal professionals when making changes to ensure compliance and maintain the integrity of the corporation's structure and objectives.