Keywords: Houston Texas, amendment, restatement, certificate of incorporation, exhibit. Description: The Houston Texas Amendment and Restatement of Certificate of Incorporation is a legally binding document that outlines changes made to a company's initial certificate of incorporation. This amendment and restatement process is often undertaken to update and adapt the governing rules and regulations of a corporation to reflect its evolving needs and circumstances. Houston, Texas, being a vibrant business hub, offers various types of amendment and restatement options for corporations in the region. These options include: 1. General Amendment and Restatement: This type of amendment and restatement involves making comprehensive changes to the original certificate of incorporation. It allows a corporation to modify its purpose, structure, governance, shareholders' rights, and other significant provisions. 2. Name Change Amendment and Restatement: A corporation may opt for this type of amendment and restatement to reflect a change in its legal or trading name. It requires updating the certificate of incorporation to reflect the new entity name accurately. 3. Capital Structure Amendment and Restatement: In situations where a corporation wishes to modify its capital structure, such as altering the authorized share capital, dividing shares into different classes, or changing the par value, this type of amendment and restatement is pursued. 4. Registered Agent Amendment and Restatement: A corporation may decide to change its registered agent, who serves as the official contact for legal and administrative matters. In this case, an amendment and restatement of the certificate of incorporation is filed to reflect the change of registered agent. 5. Director or Officer Amendment and Restatement: If there are changes to the board of directors or officers of the corporation, an amendment and restatement of the certificate of incorporation is required to update the relevant information. An exhibit is generally included as part of the Houston Texas Amendment and Restatement of Certificate of Incorporation. This exhibit may contain additional information or supplementary documents deemed necessary to support the changes being made. Examples of exhibits that may be attached include resolutions, bylaws, articles of merger or consolidation, or any other legally required paperwork. In conclusion, the Houston Texas Amendment and Restatement of Certificate of Incorporation provides a flexible framework for corporations based in Houston, Texas, to modify and update their governing documents as the business landscape evolves. With different types of amendments and restatements available, corporations can ensure their certificate of incorporation remains accurate, compliant, and aligned with their strategic objectives.
Houston Texas Amendment and restatement of certificate of incorporation with exhibit
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To amend your corporation in Texas, there is a $150 filing fee required. Expedited service is available for an additional $25.
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.
Depending on the state in which the business is incorporated, unanimous agreement from all the shareholders may be required to change the articles of incorporation. Most states have changed this older, common law rule, and now only require a majority of shareholders to agree to change the articles of incorporation.
?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.
Articles of Amendment the business name as it appears on the articles of organization. the date of organization. the information being changed, such as a new LLC name or a change of business address. the exact text of the articles that the LLC is changing. the name and address of the registered agent.
Submit the completed form in duplicate along with the filing fee. The form may be mailed to P.O. Box 13697, Austin, Texas 78711-3697; faxed to (512) 463-5709; or delivered to the James Earl Rudder Office Building, 1019 Brazos, Austin, Texas 78701.
Corporations that, in separate filings, have amended sections of the original Articles of Incorporation, can use the Restated Articles of Incorporation (Form DC-4) to restate the entire articles of incorporation so that there is only one document to reference in the future.
To make amendments to your limited liability company in Texas, you provide in duplicate the completed Form 424, Certificate of Amendment by mail, in person or by fax with form 807 for credit card information.
As can be gleaned from the foregoing, there are three (3) basic requirements for amending the Articles of Incorporation, namely: Majority vote of the board of directors. Written assent of the stockholders representing at least 2/3 of the outstanding capital stock. Approval by the Securities and Exchange Commission.
What is Amended and Restated? ?Amended? means that the document has ?changed?? that someone has revised the document. ?Restated? means ?presented in its entirety?, ? as a single, complete document.