10A-9A-10.05
Section 10A-9A-10.05 Effect of conversion. (a) When a conversion takes effect: (1) all property
and contract rights owned by the converting organization remains vested in the converted organization
without transfer, reversion, or impairment and the title to any property vested by deed or
otherwise in the converting organization shall not revert or be in any way impaired by reason
of the conversion; (2) all debts, obligations, or other liabilities of the converting organization
continue as debts, obligations, or other liabilities of the converted organization and neither
the rights of creditors, nor the liens upon the property of the converting organization shall
be impaired by the conversion; (3) an action or proceeding pending by or against the converting
organization continues as if the conversion had not occurred and the name of the converted
entity may, but need not, be substituted for the name of the converting entity in any pending
action or proceeding; (4) except as prohibited...
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11-95-4
Section 11-95-4 Certificate of incorporation - Contents; execution, acknowledgment, attachments,
recordation by probate judge. (a) Within 80 days following the adoption of the first adopted
of the two authorizing resolutions required by the provisions of Section 11-95-3 and within
40 days following the adoption of the last adopted of the said two authorizing resolutions,
the applicants may proceed to incorporate a corporation by filing for record in the office
of the judge of probate of the authorizing county a certificate of incorporation which shall
comply in form and substance with the requirements of this section and which shall be in the
form and executed in the manner herein provided. (b) The certificate of incorporation of the
corporation shall state: (1) The names of the persons forming the corporation, and that each
of them is a duly qualified elector of the authorizing county; (2) The name of the corporation
(which shall be _____ county-city (town) of _____ joint hospital...
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11-97-5
Section 11-97-5 Amendments to certificate of incorporation. The certificate of incorporation
of any corporation incorporated under the provisions of this chapter may at any time and from
time to time be amended in the manner provided in this section. The board shall first adopt
a resolution proposing an amendment to the certificate of incorporation which shall be set
forth in full in the said resolution and which amendment may include any matters which might
have been included in the original certificate of incorporation. After the adoption by the
board of a resolution proposing an amendment to the certificate of incorporation of the corporation,
the chairman of the board and the secretary of the corporation shall sign and file a written
application in the name of and on behalf of the corporation, under its seal, with the governing
body of the determining subdivision, requesting such governing body to adopt a resolution
approving the proposed amendment, and accompanied by a certified...
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22-21-341
Section 22-21-341 Reincorporation of existing corporations. Any public hospital corporation
may be reincorporated under this article, avail itself of all rights, powers and privileges
and become subject to all duties, obligations and responsibilities conferred or imposed by
this article, in the following manner: (1) The board of directors or other governing body
of such public hospital corporation shall adopt a resolution stating that it proposes and
applies for permission to reincorporate hereunder and containing a form of proposed certificate
of reincorporation, which such certificate of reincorporation shall include, with the necessary
changes in detail, the information required to be included in a certificate of incorporation
described in Section 22-21-314 other than that referred to in subdivision (b) (1) thereof.
(2) Such public hospital corporation shall as promptly as practicable thereafter file a certified
copy of such resolution with the governing body of each county or...
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11-89C-3
Section 11-89C-3 Public corporation - Procedure for incorporation. (a) Three or more natural
persons who are either the mayor of a municipality or the chair of a county governing body
of a county or counties in which a municipality is wholly or partially situated, may file
with their respective governing bodies a written application to incorporate a public corporation
pursuant to this chapter. If each of the governing bodies adopts a resolution declaring that
the formation of a public corporation is wise, expedient, and necessary, and approves the
proposed certificate of incorporation, the incorporators shall proceed to incorporate the
public corporation pursuant to this chapter by executing and filing for record in either the
office of the judge of probate of the participating county having the largest population according
to the last federal decennial census, or, if there is not a participating county, in any county
in which the municipality with the largest population according to...
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11-99B-4
Section 11-99B-4 Filing of certificate of incorporation and copies of resolutions of governing
bodies with judge of probate; contents and execution of certificate of incorporation; notification
of Secretary of State of recordation of certificate of incorporation by judge of probate.
(a) Following the adoption of an authorizing resolution by that governing body that was the
last to adopt an authorizing resolution, but if and only if each other governing body with
whom such application was filed has theretofore adopted an authorizing resolution, the applicants
shall proceed to incorporate a district by filing for record in the office of the judge of
probate of the county in which the principal office of the district is to be located, as specified
in the certificate of incorporation provided for in this section, a certificate of incorporation
which shall comply with the requirements of this section and which shall be in the form and
executed in the manner provided in this section. (b) The...
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11-99B-5
Section 11-99B-5 Authorization and procedure for amendment of certificate of incorporation.
(a) The certificate of incorporation of any district may at any time and from time to time
be amended in the manner provided in this section. (b)(1) The board shall first adopt a resolution
proposing an amendment to the certificate of incorporation which shall be set forth in full
in the said resolution and which amendment may include, without limitation: a. A change in
the name of the district. b. The addition to the project or projects of the district of a
new project or projects and the proposed location thereof. c. Any matters which might have
been included in the original certificate of incorporation, or any change in any such matters.
(2) If any proposed amendment would add any new county, municipality, or public corporation
as a member of a district, such proposed amendment shall include, in addition: a. Provisions
for election of at least one director by the governing body of each such...
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11-54-174
Section 11-54-174 Procedure to incorporate; contents and execution of certificate of incorporation;
filing. Within 40 days following the adoption of an authorizing resolution the applicants
shall proceed to incorporate an authority by filing for record in the office of the judge
of probate of the county or one of the counties in which the authorizing municipality is located
a certificate of incorporation which shall comply in form and substance with the requirements
of this section and which shall be in the form and executed in the manner herein provided.
The certificate of incorporation of the authority shall state: (1) The names of the persons
forming the authority. (2) The name of the authority (which shall be "The Commercial
Development Authority of the City of _____," with the insertion of the name of the authorizing
municipality, unless the Secretary of State shall determine that such name is identical to
the name of any other corporation organized under the laws of the state or...
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11-62-4
Section 11-62-4 Amendment of certificate of incorporation. (a) The certificate of incorporation
of any authority may at any time and from time to time be amended in the manner provided in
this section. The board of the authority shall first adopt a resolution proposing an amendment
to the certificate of incorporation, which amendment shall be set forth in full in the said
resolution and may include any matters which might have been included in the original certificate
of incorporation of any authority organized on the date of the adoption of the said resolution
proposing the amendment. (b) After the adoption by the board of a resolution proposing an
amendment to the certificate of incorporation of any authority, the board shall file a written
application with the governing body of the determining municipality. Such application shall
state that it is wise, expedient, necessary, or advisable for the said amendment to be made
and request that the governing body of the determining...
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16-17-4
Section 16-17-4 Amendments to certificate of incorporation. (a) The certificate of incorporation
of any authority incorporated under the provisions of this chapter may at any time and from
time to time be amended in the manner provided in this section. (b) The board of directors
of the authority shall first adopt a resolution proposing an amendment to the certificate
of incorporation, which amendment shall be set forth in full in the said resolution and may
include any matters which might have been included in the original certificate of incorporation
or which could be included in the certificate of incorporation of an authority organized on
the date of the adoption of the said resolution proposing the amendment. (c) After the adoption
by the board of a resolution proposing an amendment to the certificate of incorporation of
the authority, the board shall file a written application with the governing body of the determining
municipality. Such application shall: (1) State that it is...
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