Articles of Exchange Domestic Business Corporation (Pennsylvania)
This form is for articles of exchange in Pennsylvania. The form provided here is simply a sample of what the actual Form 1931 looks like.
PENNSYLVANIA DEPARTMENT OF STATE CORPORATION BUREAU
Articles of Exchange
Domestic Business Corporation
(15 Pa.C.S. §1931)
Name _____________________________
Address ___________________________
City _______________________________
State ______________________
Zip Code __________________
Document will be returned to the name and address you enter
In compliance with the requirements of 15 Pa.C.S. § 1931(e) (relating to articles of exchange), the undersigned business corporation, desiring to effect an exchange, hereby states that:
1. The name of the exchanging corporation is: ___________________________________
2. The (a) address of its initial registered office in this Commonwealth or (b) name of its commercial registered office provider and the county of venue is (the Department is hereby authorized to correct the following information to conform to the records of the Department):
(a) Number and Street _____________________________
City ______________________________
State _____________________________
Zip ____________________
County _________________
(b) Name of Commercial Registered Office Provider c/o __________________ County ___________
3. Check, and if appropriate complete, one of the following:
____ The plan of exchange shall be effective upon filing these Articles of Exchange in the Department of State.
____ The plan of exchange shall be effective on: _________________ (Date) at ___________ (Hour).
4. Check one of the following:
____ The plan of exchange was adopted by act of the shareholders (or members) pursuant to 15 Pa.C.S. § 1905.
____ The plan of exchange was adopted by the directors and shareholders (or members) pursuant to 15 Pa.C.S. §§ 1924(a) and 1931(c).
5. Check, and if appropriate complete, one of the following:
____ The plan of exchange is set forth in full in Exhibit A attached hereto and made a part hereof.
____ Pursuant to 15 Pa.C.S. § 1901 (relating to omission of certain provisions from filed plans) the provisions, if any, of the plan of exchange that amend or constitute the operative Articles of Incorporation of the exchanging corporation as in effect subsequent to the effective date of the plan is set forth in full in Exhibit A attached hereto and made a part hereof. The full text of the plan of exchange is on file at the principal place of business of the exchanging corporation, the address of which is:
Number and Street _____________________________
City ______________________________
State _____________________________
Zip ____________________
County _________________
IN TESTIMONY WHEREOF, the undersigned corporation has caused these Articles of exchange to be signed by a duly authorized officer thereof this__________________ day of ____________________, _________.
Name of Corporation ___________________________________________
Signature _____________________________________
Title __________________________________________
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INSTRUCTIONS FOR FILLING OUT THIS FORM
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Department of State
Corporation Bureau
P.O. Box 8722
Harrisburg, PA 17105-8722
(717) 787-1057
web site: www.dos.state.pa.us/corps
A. Typewritten is preferred. If not, the form shall be completed in black or blue-black ink in order to permit reproduction. The filing fee for this form is $70 made payable to the Department of State.
B. Under 15 Pa.C.S. § 135(c) (relating to addresses) an actual street or rural route box number must be used as an address, and the Department of State is required to refuse to receive or file any document that sets forth only a post office box address.
C. The following, in addition to the filing fee, shall accompany this form:
(1) Any necessary copies of form DSCB:17.2.3 (Consent to Appropriation or Use of Similar Name) shall accompany Articles of Exchange effecting a change of name, and the change in name shall contain a statement of the complete new name.
(2) Any necessary governmental approvals.
D. The effective date in Paragraph 3 may not be prior to the filing date, but the plan of exchange may state a prior effective date "for accounting purposes only."
E. If the second option in Paragraph 5 is checked, the exchanging corporation is required by 15 Pa.C.S. § 1901 (relating to omission of certain provisions from filed plans) to furnish a copy of the full text of the plan, on request and without cost, to any shareholder and, unless the exchanging corporation is a closely-held corporation as defined in 15 Pa.C.S. § 1103 (relating to definitions), on request and at cost to any other person.
F. This form and all accompanying documents shall be mailed to the address stated above.