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STATE OF SOUTH CAROLINA SECRETARY OF STATE RESTATED ARTICLES OF INCORPORATION Nonprofit Corporation - Domestic Filing Fee - $10.00

TYPE OR PRINT CLEARLY WITH BLACK INK Pursuant to the provisions of S.C. Code of Laws §33-31-1006, the applicant delivers to the Secretary of State these restated articles of incorporation. 1. The current name of the corporation is ________________________________________________________ 2. If the name of the corporation has ever been changed, list all of its former names. ________________________________________________________________________________________ 3. Date incorporated _________________________________________________________________________ 4. Check "a", "b", or "c" whichever is applicable. Check only one box: a. b. c. 5. [ ] [ ] [ ] The nonprofit corporation is a public benefit corporation. The nonprofit corporation is a religious corporation. The nonprofit corporation is a mutual benefit corporation.

Check "a" or "b", whichever is applicable: a. b. [ ] [ ] This corporation will have members. This corporation will not have members.

6.

The address of the principal office of the nonprofit corporation is ___________________________________________________________________________________
Street Address City County State Zip Code

7.

If this nonprofit corporation is either a public benefit or religious corporation complete either "a" or "b", whichever is applicable, to describe how the remaining assets of the corporation will be distributed upon dissolution of the corporation. If you are going to apply for 501(c)(3) status, you must complete section "a." a. [ ] Upon dissolution of the corporation, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future Federal tax code, or shall be distributed to the Federal government, or to a state or local government, for a public purpose. Any such asset not so disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes.
Form Revised by South Carolina Secretary of State, July 2007

NP ­ Domestic ­ Articles of Amendment

Name of Corporation _______________________________________________

[ ]

If you choose to name a specific 501(c)(3) entity to which the assets should be distributed, please indicate the name of the selected entity. ______________________________________________________________________

OR b. [ ] If the dissolved corporation is not described in Section 501(c)(3) of the Internal Code, upon dissolution of the corporation, the assets shall be distributed to one or more public benefit or religious corporations or to one or more of the entities described in (i) above. If you chose to name a specific public benefit, religious corporation or 501(c)(3) entity to which the assets should be distributed, please indicate the name of the selected entity. ______________________________________________________________________ 8. If the corporation is a mutual benefit corporation complete either "a" or `b", whichever is applicable, to describe how the (remaining) assets of the corporation will be distributed upon dissolution of the corporation. a. [ ] Upon dissolution of the mutual benefit corporation, the (remaining) assets shall be distributed to its members, or if it has no members, to those persons to whom the corporation holds itself out as benefiting or serving. Upon dissolution of the mutual benefit corporation, the (remaining) assets, consistent with the law, shall be distributed to ______________________________________________________________________ 9. [ ] If this corporation is converting from either a public benefit or religious corporation into a mutual benefit corporation, mark this paragraph #8 which certifies that a notice, including a copy of the proposed amendment, was delivered to the South Carolina Attorney General at least twenty days before the consummation of the amendment. The optional provisions which the corporation elects to include in the restated articles of incorporation are as follows (See S.C. Code of Laws §33-31-202(c).) ___________________________________________________________________________________ ___________________________________________________________________________________ 11. Each director of the nonprofit corporation must sign the restated articles of incorporation. ___________________________________________________________________________________
Name Name Name Signature of director Signature of director Signature of director

[ ]

b.

[ ]

10.

___________________________________________________________________________________ ___________________________________________________________________________________

NP ­ Domestic ­ Articles of Amendment

Form Revised by South Carolina Secretary of State, July 2007

Name of Corporation _________________________________________________

Certificate Accompanying the Restated Articles of Incorporation 11. Check either Box A or B. [ ] A. The attached restated articles of incorporation do not contain any amendments to the corporation's articles of incorporation. The restated articles have been approved by the board of directors or members as required. [ ] B. The attached restated articles of incorporation contain one or more amendments to the corporation's articles of incorporation and the amendments have been approved as required (Check Box i, ii or iii below depending on the type of approval that was required.). [ ] i. By checking this paragraph, the applicant represents that (a) approval of the amendment by the members was not required and (b) the amendment was approved by a sufficient vote of the board of directors. (Do not check this paragraph i if member vote was required or if the required vote of directors was not obtained.) [ ] ii. By checking this paragraph, the applicant represents that the approval of the members was required to adopt the amendment(s). If you check Box ii you must complete the information below. (a) Designation (Classes of Membership) _______________________________________________________________________ (b) Number of memberships outstanding _______________________________________________________________________ (c) Number of votes entitled to be cast by each class entitled to vote separately on the amendment: _______________________________________________________________________ _______________________________________________________________________ (d) Number of votes of each class indisputably voting on the amendment: _______________________________________________________________________ _______________________________________________________________________ (e) Complete one of the following as appropriate: (i) Total number of votes cast for and against the amendment by each class entitled to vote separately: _________________________________________________________________ _________________________________________________________________ (ii) Total number of undisputed votes cast for the amendment by each class which was sufficient for approval for that class: __________________________________________________________

[ ] iii. By checking this paragraph, the applicant represents that approval of the restatement by some person or persons other than the members, the board, or the incorporators is required pursuant to S.C. Code of Laws §33-31-1030, and that the approval was obtained. (Do not mark paragraph iii if neither of these statements is true.)
NP ­ Domestic ­ Articles of Amendment Form Revised by South Carolina Secretary of State, July 2007

Name of Corporation _______________________________________________

Specify (a) the text of every amendment adopted and (b) the date each amendment was adopted. Please attach additional pages if the space on this form is not sufficient. _________________________________________________________________________________ _________________________________________________________________________________ _________________________________________________________________________________ 12. If the amendment provides for an exchange, reclassification, or cancellation of memberships, provisions for implementing the amendment must be set forth here if provisions are not contained in the amendment itself: ___________________________________________________________________________________ ___________________________________________________________________________________ ___________________________________________________________________________________ 13. Unless a delayed date is specified, this application shall be filed upon acceptance for filing by the Secretary of State (See S.C. Code of Laws §33-31-123(b)). ___________________________________ ___________________________________________ Name of Corporation ___________________________________________ Signature of Officer ___________________________________________ Type or Print Name and Office Filing Checklist Restated Articles of Incorporation (filed in duplicate) $10.00 made payable to the South Carolina Secretary of State Make sure the proper person has signed the document
Documents filed with the Secretary of State should be executed by: (1) the Presiding Officer of its Board of Directors of a domestic or foreign corporation, its president or another of its officers (2) if directors have not been selected or the corporation has not been formed, by an incorporator; or (3) if the corporation is in the hands of a receiver, trustee or other court appointed fiduciary, by that fiduciary.

Date______________________



Self-Addressed, Stamped Return Envelope Return all documents to: South Carolina Secretary of State's Office Attn: Corporate Filings P.O. Box 11350 Columbia, SC 29211

NP ­ Domestic ­ Articles of Amendment

Form Revised by South Carolina Secretary of State, July 2007