§ 29-308.07 — Restated articles of incorporation.

District of Columbia § 29-308.07

• Jurisdiction: District of Columbia
• Title 29: Business Organizations. [Enacted title]
• Ch. 3: Business Corporations.
• Subch. VIII: Amendment of Articles of Incorporation and Bylaws.
• Part A: Amendment of Articles of Incorporation.

Text

(a) A corporation’s board of directors may restate its articles of incorporation at any time, with or without shareholder approval, to consolidate all amendments into a single document.

(b) If the restated articles include one or more new amendments that require shareholder approval, the amendments shall be adopted and approved as provided in § 29-308.03 .

(c) A corporation that restates its articles of incorporation shall deliver to the Mayor for filing articles of restatement setting forth the name of the corporation and the text of the restated articles of incorporation, together with a certificate which states that the restated articles consolidate all amendments into a single document and, if a new amendment is included in the restated articles, which also includes the statements required under § 29-308.06 .

(d) Duly adopted restated articles of incorporation supersede the original articles of incorporation and all amendments thereto.

(e) The Mayor may certify restated articles of incorporation as the articles of incorporation currently in effect, without including the certificate information required by subsection (c).

Legislative History

July 2, 2011, D.C. Law 18-378, § 2, 58 DCR 1720