§ 55-10-07. Restated articles of incorporation. - North Carolina Statutes

§ 55‑10‑07. Restated articles of incorporation.

(a)        A corporation'sboard of directors may restate its articles of incorporation at any time, withor without shareholder approval, to consolidate all amendments into a singledocument.

(b)        The restated articlesof incorporation may include one or more new amendments to the articles. If therestated articles of incorporation include a new amendment requiringshareholder approval, it must be adopted and approved as provided in G.S. 55‑10‑03.The restated articles of incorporation may include a statement of the addressof the current registered office and the name of the current registered agentof the corporation, and no other.

(c)        Repealed by SessionLaws 2005, c. 268, s. 15.

(d)        A corporationrestating its articles of incorporation shall deliver to the Secretary of Statefor filing articles of restatement which shall:

(1)        Set forth the nameof the corporation;

(2)        Attach as an exhibitthereto the text of the restated articles of incorporation;

(3)        State that therestated articles of incorporation consolidate all amendments into a singledocument; and

(4)        If the restatedarticles of incorporation contain a new amendment to the articles, include thestatements required by G.S. 55‑10‑06.

(e)        Duly adoptedrestated articles of incorporation supersede the original articles ofincorporation and all amendments to the original articles of incorporation.

(f)         The Secretary ofState may certify restated articles of incorporation as the articles ofincorporation currently in effect without including the other informationrequired by subsection (d) of this section. (1955, c. 1371, s. 1; 1989, c. 265, s. 1; 1991, c.645, ss. 11, 18; 2005‑268, s. 15.)