Certificate of Amendment (Connecticut)
This is a certificate of amendment for a stock corporation in Connecticut. The form provided here is simply a sample of what the actual Form SC 101 looks like.
CERTIFICATE OF AMENDMENT
Office of the Secretary of the State
30 Trinity Street / P.O. Box 150470 / Hartford, CT 06115-0470 /Rev. 12/l 999
Space For Office Use Only
1. NAME OF CORPORATION: ______________________________
2. THE CERTIFICATE OF INCORPORATION IS (check A., B, or C.):
____ A. AMENDED.
____ B. AMENDED AND RESTATED.
____ C. RESTATED.
3. TEXT OF EACH AMENDMENT / RESTATEMENT:
(Please reference an 8 l/2 X 11 attachment if additional space is needed)
4. VOTE INFORMATION (check A., B. or C.):
____ A. The resolution was approved by shareholders as follows:
(set forth all voting information required by Corm. Gen. Stat. Section 334300 as amended in the space provided below)
____ B. The amendment was adopted by the board of directors without shareholder action. No shareholder vote was required for adoption.
____ C. The amendment was adopted by the incorporators without shareholder action. No shareholder vote was required for adoption.
Dated this ___________________ day of _______________,20_____.
Print or type name of signatory ______________________________
Capacity of signatory ______________________________
INSTRUCTIONS FOR FILLING OUT THIS FORM
Instructions correspond with numbered entries on the form
PLEASE NOTE THAT THIS FORM MAY BE USED FOR ALL AMENDMENTS, INCLUDING A CHANGE IN THE CORPORA TION'S NAME.
1. NAME OF CORPORATION: Please provide the complete name of the corporation, as it, currently appears on the records of the Secretary of the State. Note: If the corporation is adopting a new name, it must be set forth in item number 3 on the form.
2. THE CERTIFICATE OF INCORPORATION IS (check A., B, or C.): Please place a check next to the appropriate function. Note: If the Certificate of Incorporation is either Restated or Amended and Restated, each element of the corporation's certificate of incorporation must be set forth in item number 3 or on a referenced attachment.
3. TEXT OF EACH AMENDMENT / RESTATEMENT: Please provide the full text of each amendment. In the case of an Amended and Restated certificate, provide the text of each amendment followed by a complete restatement of the corporation's certificate of incorporation. In the case of a Restatement, provide a complete expression of the corporation's certificate of incorporation.
A. Amended Only: Check this block only if the company's Certificate of Incorporation is being amended. Example: the company's name is being changed.
B. Restated Only: Check this block only if the provisions of the original Certificate Of Incorporation, as supplemented and amended, are merely being restated so that the effective provisions of the Certificate of Incorporation are integrated into one document. There cannot be any discrepancy between the above mentioned provisions and the provisions being restated.
C. Amended and Restated: Check this block only if the Certificate of Incorporation is being amended and every article of the original Certificate of Incorporation, as supplemented and amended, are integrated into one document.
4. VOTE INFORMATION (complete A., B. or C.): Please choose and complete A if a shareholder vote was required and taken and provide voting information required by Conn. Gen. Stat. Section 33-800, as amended. Select B if the amendment, amendment and restatement or restatement was approved without the need for shareholder approval. Select C if incorporators amended the certificate of incorporation.
5. EXECUTION: The document must be executed by an authorized official of the corporation. That person must print or type their name, state the capacity under which they sign and provide a signature. The execution constitutes a legal statement under the penalties of false statement that the information provided in the document is true.
SECRETARY OF THE STATE
30 TRINITY STREET
POST OFFICE BOX 150470
HARTFOBD, CT 061 M-0470
AMENDMENT OR RESTATEMENT OF THE CERTIFICATE OF
INCORPORATION OF A CONNECTICUT STOCK CORPORATION
Please find enclosed the Certificate of Amendment form to be used for amending, amending and restating or restating a corporation's Certificate of Incorporation.
Note: 1. If you restate or amend and restate the corporation's Certificate of Incorporation, each required element of the corporation's Certificate of Incorporation must be presented as part of the amended and restated or restated certificate.
2 . If you intend to change the corporation's name by way of amendment, you may wish to reserve the new corporate name in order to ensure its availability at the time of filing.*
Any questions concerning the completion of this form or the amendment process in general should be directed to the Corporation's own legal counsel.
PLEASE MAKE CHECKS PAYABLE TO THE SECRETARY OF THE STATE
*The fee to reserve a corporate name for 120 days is $30.00.