Free 13008-07-08 bc pc farm amend.xft - North Dakota


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Date: July 16, 2008
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State: North Dakota
Category: Corporations
Author: rbernard
Word Count: 1,734 Words, 10,859 Characters
Page Size: Letter (8 1/2" x 11")
URL

http://www.state.nd.us/eforms/Doc/sfn13008.pdf

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COMPLETE, PRINT, SIGN, AND FAX OR MAIL (If paying with credit card complete authorization at bottom of page 3)

BUSINESS / FARM /PROFESSIONAL CORPORATION ARTICLES OF AMENDMENT
SECRETARY OF STATE
SFN 13008 (07-2008)

FOR OFFICE USE ONLY ID Number: WO Number: Filed: By:

FILING FEE $20.00

TYPE OR PRINT LEGIBLY SEE REVERSE SIDE FOR FEES, FILING AND MAILING INSTRUCTIONS. 2. Federal ID Number 3. Telephone Number 1. The name of the corporation as reflected in the Articles of Incorporation on file with the Secretary of State

4. Complete mailing address of the principal place of business (Street/RR, PO Box, City, State, Zip+4)

5. Toll-Free Number

6. The following amendment has been adopted pursuant to the provisions of the North Dakota Business Corporation Act, N.D.C.C., Chapter 10-19.1

7. The amendment shall be effective

(check one) Later on ___________________________________ (month, day, year)

When filed with the Secretary of State

8. The amendment was adopted on ___________________________________________ by one of the following methods: (check the appropriate method) By the shareholders (month, day, year)

By the incorporators where no shares have been issued By the board where no shares have been issued By the board changing only the corporate name. 9. "The undersigned, a person authorized by the corporation to sign this amendment, has read the foregoing Articles of Amendment, knows the contents thereof, and believes the statements made thereon to be true. I further authorize the Secretary of State to correct numbers 1 and 6 if not correctly reflected. " Signature Date

10. Name of person to contact about this document

E-Mail Address

Daytime Telephone number and extension, if any

SFN 13008 (07-2008) Page 2

NORTH DAKOTA BUSINESS, FARM, PROFESSIONAL ARTICLES OF AMENDMENT

North Dakota business, farm, and professional corporations may amend their Articles of Incorporation as provided in North Dakota Century Code, Chapter 10-19.1. FILING FEES: $20. Additional fees may be required. If the corporation amends its corporate name to a name that is the same as or deceptively similar to the name of another organization name registered with the Secretary of State. An additional $10 is required for filing each consent to use of name. (Checks must be payable to "Secretary of State" and must be for U.S. negotiable funds. Payment may also be made by credit card using VISA, Master Card, or Discover.)

ATTACHMENTS: INITIAL REPORT FOR FARMING OR RANCHING: If a business corporation is converting to a farm corporation, the Initial Report for Farming or Ranching must be filed with the amendment. For a form, contact the Secretary of State's Office. ANNUAL REPORT: If a business corporation, farm corporation, or professional corporation amends to another type of corporation, an annual report for the originating corporate structure may be required. Contact the Secretary of State's Office for verification of this requirement. ADDITIONAL REQUIREMENTS: A corporation that amends the corporate name and is the owner of a trademark or trade name, is a general partner named in a fictitious name certificate, or is a general partner in a limited partnership or a limited liability limited partnership, or is a managing partner of a limited liability partnership that is on file with the Secretary of State, it must change or amend the corporation's name in each registration when the corporation files a name change amendment. The following numbers correspond to the numbered sections on the front of this form. 1. 2. Provide the corporate name exactly as currently provided for in the Articles of Incorporation filed with the Secretary of State. If the name in number 1 is not the name as registered, the name will be corrected by the Secretary of State when the document is received. To properly maintain corporate records, the Federal ID number is requested if the corporation has one. Privacy: In compliance with N.D.C.C., Section 10-19.1-149.1, social security or Federal ID numbers are not disclosed to the public. They are used by the Secretary of State to maintain accurate corporate files. Therefore, while voluntary disclosure is requested, failure to do so will not result in rejection of the document. 3. 4. 5. 6. The telephone number of the corporation's principal executive office is required. Provide the complete physical and mailing address of the corporation's principal executive office wherever located. This address cannot be only a post office box number. Provide a toll-free telephone number if the corporation has one. Provide the article(s) to be amended. More than one article may be amended on a single amendment form. CORPORATE NAME: If the corporate name is being changed, the name must be in the English language or in any other language expressed in English letters or characters. The name of a business corporation must include the word "company", "corporation", "incorporated", "limited", or an abbreviation of one of these. The name of a professional corporation must include the word "chartered", "limited", or the words "professional corporation", "professional association", or an abbreviation of one of these. The name may not be the same as, or deceptively similar to, any corporate name, limited liability company name, trade name, limited partnership name, limited liability limited partnership name, or a name that is in any manner reserved with the Secretary of State. The name may not include such words as "bank", "banker", "banking", "trust", or "trust company", or any other word or words of like import unless the articles of amendment are supported by a written approval for the use from the North Dakota Department of Financial Institutions. These words are preserved by North Dakota law for use by the Bank of North Dakota, state and national banks, and trust companIes. Contact information: ND Department of Financial Institutions 2000 Schafer St Ste G Bismarck, ND 58501-1204 Phone: (701) 328-9933 Email: [email protected] Filing of the articles of incorporation with the Secretary of State provides protection of the corporate name in North Dakota. However; if a mark is registered with the Patent and Trademark Office in Washington, D.C., the federal registration may supersede the protection afforded by state law. COMMERCIAL OR NONCOMMERCIAL REGISTERED AGENT: A corporation must continuously maintain a commercial or noncommercial registered agent. If an alternate commercial or noncommercial registered agent is being appointed, or if the address of the noncommercial registered agent is being changed, the change can be reflected on this amendment. A commercial registered agent must be registered as a commercial registered agent with the North Dakota Secretary of State. The appointed agent can verify their status as a commercial registered agent from their acknowledged filing and from the list of commercial registered agents maintained on the Secretary of State's website at www.nd.gov/sos. A noncommercial registered agent may be one of the following: a) An individual residing in North Dakota, b) A domestic or foreign corporation, or c) A domestic or foreign limited liability company. A corporation or limited liability company appointed as a noncommercial registered agent must be registered with the Secretary of State, be in good standing, and have a business address in North Dakota. If a corporation or limited liability company is named as a noncommercial registered agent, provide the "correct" name of the organization. (continued)

SFN 13008 (07-2008) Page 3

NORTH DAKOTA BUSINESS, FARM, PROFESSIONAL ARTICLES OF AMENDMENT (CONTINUED)
Seek the approval of the party before naming them as the commercial or noncommercial registered agent. Proof of the approval is not required to be filed with the Secretary of State. Provide the name of the commercial registered agent, OR the name and address of the noncommercial registered agent. If the name of a commercial registered agent is not the same as registered by the commercial registered agent, the name will be corrected by the Secretary of State when the document is received. If a noncommercial registered agent is being appointed, provide the correct name. If another corporation or limited liability company is appointed as registered agent and the name of that organization is not the same as registered, the name will be corrected by the Secretary of State when the document is received. AUTHORIZED SHARES, CLASS, OR PAR VALUE: If the number or classification of authorized shares, or the par value of authorized shares is being changed, provide the aggregate (total) number of shares the corporation shall be authorized to issue. A business, farm, or professional corporation must be authorized to issue at least one share. Provide the par value authorized for each share, or indicate that the shares are being authorized without par value. If the shares are not all authorized with the same par value, designate the classes of shares and the par value of each class. If adequate space is not provided on the form, continue the amendments on a separate sheet of paper as an Attachment. 7. Check the box for the desired effective date. Articles of Amendment may be effective at the time filed by the Secretary of State or within 90 days after filing. If a later date is specified, include the month, day, and year. If neither box is checked, the Articles of Amendment will be effective when the Secretary of State files the document. Check the box to indicate the method of adoption. The amendment must be signed and dated by an individual authorized to sign on behalf of the corporation. List the name, e-mail address, and daytime telephone number of a contact person if this office has any questions or needs additional information to file the Articles of Amendment. ASSISTANCE: If assistance is required to complete articles of amendment, contact the Secretary of State. FAX FILING: Documents and Credit Card Payment Authorization may be faxed to 701-328-2992. A faxed filing does not expedite the process of the application in the office of the Secretary of State. Email: Email is not a secure utility for the transmission of private information or credit card authorizations. DO NOT EMAIL YOUR DOCUMENT TO THE SECRETARY OF STATE. MAILING INSTRUCTIONS: Send articles of amendment and fee to: Secretary of State State of North Dakota 600 E Boulevard Ave Dept 108 Bismarck ND 58505-0500 Telephone: 701-328-4284 Toll Free: 800-352-0867 (8-4284) Fax: 701-328-2992 Home Page: www.nd.gov/sos

8. 9. 10.

CREDIT CARD PAYMENT AUTHORIZATION
SECRETARY OF STATE
SFN 51478 (11-06) (All items required to complete transaction) Name: Address: VISA Account Number: Master Card Discover V# Card Expires: Month Year Date: City: Amount Authorized State: Zip Code:

Signature: (Required by credit card companies)