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Proposal to amend restated certificate of incorporation regarding...

Dallas Texas Proposal to amend restated certificate of incorporation regarding increasing authorized number of shares of common stock

Name: Dallas Texas Proposal to amend restated certificate of incorporation regarding increasing authorized number of shares of common stock
Brand: US Legal Forms
Rating: 4.65 (310 reviews)

Category:

Corporations - Public - Changes Affecting Capital Stock

State:

Multi-State

County:

Dallas

Control #:

US-CC-3-103I

Format:

Instant download

Description

This form is a document signifying approval of a proposal to file a restated certificate of incorporation in order to increase the authorized number of share of common stock for the corporation. Certificate of Incorporation to Increase the Authorized of Number of share of Common Stock

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How to fill out Dallas Texas Proposal To Amend Restated Certificate Of Incorporation Regarding Increasing Authorized Number Of Shares Of Common Stock?

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FAQ

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).

- A private corporation may extend or shorten its term as stated in the articles of incorporation when approved by a majority vote of the board of directors or trustees and ratified at a meeting by the stockholders representing at least two-thirds (2/3) of the outstanding capital stock or by at least two-thirds (2/3)

Amended means changed, i.e., that someone has revised the document. Restated means presented in its entirety, i.e., as a single, complete document. Accordingly, amended and restated means a complete document into which one or more changes have been incorporated.

SEC. The articles of incorporation of a nonstock corporation may be amended by the vote or written assent of majority of the trustees and at least two-thirds (2/3) of the members. The original and amended articles together shall contain all provisions required by law to be set out in the articles of incorporation.

Restated Charter means the amended and restated certificate or articles of incorporation of the Company, as in effect at the time of determination, including any certificates of designation or articles of amendment.

The vote usually takes place at a formal meeting of the corporation (annual meeting or other) and shareholders must be advised of the proposed change before the meeting. If the shareholders approve the change to the articles of incorporation, the amended document must be attested to by the corporate secretary.

Restated articles of organization are simply a modified version of the original. Limited liability companies, also known as LLCs, are permitted to make changes to their articles of organization. When such changes are made, they are referred to as amendments.

The meeting of the stockholders must first take place and the issue of the amendment must be assented to by stockholders representing at least 2/3 of the outstanding capital stock. Thereafter, it must be approved by at least a majority of the board of directors and duly certified by the Corporate Secretary.

How to Amend Articles of Incorporation Review the bylaws of the corporation.A board of directors meeting must be scheduled.Write the proposed changes.Confirm that the board meeting has enough members attending to have a quorum so the amendment can be voted on. Propose the amendment during the board meeting.

The Notice of Change (Form 1) is available to be filled in manually and filed with the Province of Ontario. The Notice of Change (Form 1) can be mailed to the Provincial office at 2nd Floor, 393 University Avenue, Toronto, ON M5G 1T6.

More info

As filed with the Securities and Exchange Commission on May 12, 2021. The Registrant previously filed a Registration Statement on Form S-8 (No.10 per share on May 12, 1994. An increase in capital stock requires a charter amendment only if the authorized shares or par value is amended. Prior to the offering, there has been no public market for our common stock. 1,093,557 shares of common stock issued to the Erasca Foundation on the effective date of the registration statement for this offering. Is offering shares of its common stock. Pursuant to the Agreement and Plan of Merger described herein.

Dallas Texas Proposal to amend restated certificate of incorporation regarding increasing authorized number of shares of common stock

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