Mississippi Amendments to certificate of incorporation

• Category: Corporations - Public - Limited Partnerships
• State: Multi-State
• Control #: US-CC-10-173
• Format: Word; Rich Text

Description

10-173 10-173 . . . Amendment of Articles of Incorporation to provide that corporation be governed by Section 203 of Delaware General Corporation Law, (b) increase number of stockholders required to call special stockholder's meeting from 15% of outstanding shares to a majority, (c) require that stockholders may take action only at a meeting of stockholders, (d) provide that Board of Directors shall have power to fill interim vacancies on Board, (e) provide that stock issuances resulting in a person holding more than 5% of voting power of corporation may be made without stockholder approval, but only if (i) issuance or sale is to a person not affiliated with corporation and (ii) issuance or sale is approved by majority of Non-employee Directors, (f) give Board authority to enter into severance arrangements that are contingent upon a change of control, merger or acquisition of corporation only if (i) such arrangement is approved by majority of Non-employee Directors and (ii) payments to any individual pursuant to such arrangement are limited to maximum amount which does not result in "excess parachute payments" under Section 280G of Internal Revenue Code of 1986, and (g) change stockholder approval requirement for certain amendments of Articles of Incorporation from 75% of outstanding shares to majority of outstanding shares

The Mississippi Amendments to Certificate of Incorporation are legal documents used for modifying and updating the original certificate of incorporation of a company or organization registered in the state of Mississippi. These amendments serve as official records of any changes made to the company's initial incorporation documents and help ensure compliance with state laws and regulations. Typically, there are different types of Mississippi Amendments to Certificate of Incorporation, including: 1. Name Change Amendment: This type of amendment is filed when a company wishes to change its legal name. It requires providing the details of the new name and obtaining the necessary approvals from relevant authorities. 2. Registered Agent Amendment: This amendment is used to update the registered agent information of the company. A registered agent acts as a point of contact for legal and official communications on behalf of the corporation. 3. Registered Office Amendment: A registered office amendment is filed when there is a change in the physical address of the company's registered office. This ensures all legal notices and documents are sent to the correct location. 4. Purpose Amendment: Sometimes, a company may decide to expand or modify its stated purpose in the certificate of incorporation. This type of amendment outlines the new purposes or activities the company wishes to engage in. 5. Share Structure Amendment: This amendment is necessary when there are changes in the company's authorized share structure, such as increasing or decreasing the number of authorized shares, creating new classes of shares, or changing existing share rights. 6. Director/Officer Amendment: If there are any changes to the directors or officers listed in the original certificate of incorporation, this type of amendment is filed to reflect the updated individuals holding key positions within the company. When filing any of these Mississippi Amendments to Certificate of Incorporation, it is essential to follow the state's specific procedures, including submitting the necessary forms, paying any applicable fees, and complying with any additional requirements. It is advisable to consult with an attorney or a business professional with expertise in corporate law to ensure the accuracy and legality of the amendment process.