Hennepin Minnesota Restated Certificate of Incorporation

State:
Multi-State
County:
Hennepin
Control #:
US-CC-7-313
Format:
Word; 
Rich Text
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Description

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.

A Restated Certificate of Incorporation is an important legal document filed by a corporation to officially update and consolidate its original Certificate of Incorporation along with all subsequent amendments made to it. This document is specific to corporations registered in Hennepin County, Minnesota. The Hennepin Minnesota Restated Certificate of Incorporation serves as a comprehensive record that encompasses all the changes made to the original Certificate of Incorporation, ensuring clarity and transparency about the corporation's structure, rights, and obligations. It reflects the company's evolution and growth over time, incorporating new provisions, amendments, mergers, or any other modifications that may have occurred. Keywords: Hennepin Minnesota, Restated Certificate of Incorporation, corporation, legal document, updates, consolidation, amendments, Hennepin County, structure, rights, obligations, evolution, growth, provisions, mergers, modifications. Different types of Hennepin Minnesota Restated Certificate of Incorporation may include: 1. Restated Certificate of Incorporation with Amendments: This type involves incorporating specific amendments into the original Certificate of Incorporation, such as changes in the company name, registered office address, authorized share capital, or any modifications to the articles or bylaws. 2. Restated Certificate of Incorporation with Merger: In case a corporation undergoes a merger with another company, this type of Restated Certificate of Incorporation is filed. It consolidates the original Certificate of Incorporation of both companies, reflecting the terms, agreements, and provisions of the merger. 3. Restated Certificate of Incorporation with Restructuring: If a corporation undergoes a significant corporate restructuring, such as a change in ownership structure or conversion from one type of entity to another (e.g., from a C corporation to an S corporation), this type of Restated Certificate of Incorporation is prepared. It reflects the new structure, rights, and limitations resulting from the restructuring process. 4. Restated Certificate of Incorporation with Dissolution: In the unfortunate event of a corporation's dissolution, the Restated Certificate of Incorporation is modified to include provisions related to the company's winding-up process, distribution of assets, and the appointment of liquidators or trustees for the dissolution process. Keywords: Hennepin Minnesota, Restated Certificate of Incorporation, amendments, mergers, restructuring, dissolution, consolidation, specific changes, company name, registered office address, authorized share capital, articles, bylaws, terms, agreements, provisions, ownership structure, conversion, winding-up process, distribution of assets, liquidators, trustees.

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FAQ

Under Minnesota law, a DBA filing is required for any individual, corporation, limited partnership, or limited liability company that seeks to conduct business under a name other than their full legal name.

To change your registered agent in Minnesota, you must complete and file a Notice of Change of Registered Agent form with the Minnesota Secretary of State, Business Services. The Minnesota Notice of Change must be submitted by mail, in person, or online and costs $35 to file.

In general, you cannot dissolve a business with S Corp status without the approval of shareholders or the board of directors. Approval must come from shareholder and director resolutions, which must be recorded in official corporate records.

To dissolve your Minnesota corporation after it has issued shares, you must first file the Intent to Dissolve form with the Minnesota Secretary of State (SOS). Then the corporation will file the Articles of Dissolution Chapter 302A. 7291 or 302A.

Minnesota charges $155 for applications completed online or in person, as the process will be expedited. Otherwise, you will pay $135 to file by mail. Alternatively, foreign entities wanting to do business within the state complete a Certificate of Authority to Transact Business in Minnesota form.

How Much Does a Business License Cost in Minnesota? There is no cost to obtain a Minnesota sales tax license. However, there may be fees associated with other types of licensing. For example, an athletic trainer's professional license fee (initial fee) is $183.25, while a physician's license is $425.25.

Pay the online filing fee of $50. Minnesota requires that you file the Certificate of Assumed Name and publish it before conducting any business. After filing, you must publish the Certificate of Assumed Name in a qualified legal newspaper in the county where your principal place of business is located.

Corporation Filing Requirements (Includes S Corporations) You must file Form 966, Corporate Dissolution or Liquidation, if you adopt a resolution or plan to dissolve the corporation or liquidate any of its stock. You must also file your corporation's final income tax return.

To file in person or by mail, submit the Amendment of Articles of Incorporation to the Minnesota SOS. The form you need to amend your articles of incorporation is in your online account when you sign up for registered agent service with Northwest. Keep the original copy and submit a legible photocopy to the SOS.

Business Filing & Certification Fee Schedule Assumed Name - Chapter 333Mail Filing FeeIn Person and Online Filing Fee (Not Available online)Certificate of Assumed Name - Original Filing$30.00$50.00Amendment$30.00$50.00Annual Renewal$0$0Annual Reinstatement$25.00$45.00160 more rows

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Hennepin Minnesota Restated Certificate of Incorporation