NORTH CAROLINA GENERAL ASSEMBLY

1965 SESSION

 

 

CHAPTER 762

HOUSE BILL 925

 

 

AN ACT TO AMEND CHAPTER 55A, THE NON-PROFIT CORPORATION ACT, OF THE GENERAL STATUTES TO PROVIDE THEREIN AUTHORITY TO RESTATE THE CHARTER OF A NON-PROFIT CORPORATION TO WHICH THE PROVISIONS OF CHAPTER 55A ARE APPLICABLE.

 

The General Assembly of North Carolina do enact:

 

Section 1.  Article 6 of Chapter 55A of the General Statutes is amended by adding therein a new Section to be designated as Section 55A-37.1 to read as follows:

"G.S. 55A-37.1.  Restated Charter. (a) At any time after its charter has been amended, a corporation may by action of its board of directors without necessity of vote of the members, cause to be prepared a document entitled "Restated Charter', which shall integrate into one document its original articles of incorporation (or articles of consolidation) and all amendments thereto, including those affected by articles of merger or consolidation, except that: in lieu of the address of the initial registered office and the name of the initial registered agent, the restated charter shall state the address of the then registered office and the name of its then registered agent.

"(b)      The restated charter shall also set forth that it purports merely to restate but not to change the provisions of the original articles of incorporation as supplemented and amended and that there is no discrepancy, other than as expressly permitted by this Section, between the said provisions and the provisions of the restated charter.

"(c)       The restated charter shall be executed by the corporation and be filed as provided in G.S. 55A-4.

"(d)      A copy of the restated charter certified by the Secretary of State shall be presumed, until otherwise shown, to be the full and true charter of the corporation as in effect on the date when so certified.

"(e)       A corporation may also integrate its articles of incorporation and all amendments thereto by the procedure provided in this Chapter for amending the charter."

Sec. 2.  All laws and clauses of laws in conflict with this Act are hereby repealed.

Sec. 3.  This Act shall be in full force and effect from and after its ratification.

In the General Assembly read three times and ratified, this the 1st day of June, 1965.