§ 105 — Certificates; corrections

§ 105. Certificates; corrections.\n (a) Corrections prior to filing by department of state. Any\ncertificate or other instrument relating to a domestic or foreign\ncorporation submitted to the department of state under this chapter may\nbe corrected with respect to any typographical, or similar non-material\nerror apparent on the face of the certificate or instrument, prior to\nthe filing of such certificate or instrument by the department of state.\nSuch correction shall be effected by the department of state upon\nauthorization in writing by the incorporator in a form acceptable to the\ndepartment. Such authorization may be delivered by mail or sent by\nelectronic mail to the department.\n (b) Corrections following incorporation. Any certificate or other\ninstrument relating to a domestic or foreign corporation filed by the\ndepartment of state under this chapter may be corrected with respect to\nany typographical or similar non-material error apparent on the face or\ndefect in the execution thereof including the deletion of any matter not\npermitted to be stated therein. A certificate, entitled "Certificate of\ncorrection of.......... (correct title of certificate and name of\ncorporation)" shall be signed and delivered to the department of state\nby mail or electronic mail. It shall set forth the name of the\ncorporation, the date the certificate to be corrected was filed by the\ndepartment of state, the provision in the certificate as corrected or\neliminated and if the execution was defective, the proper execution. The\nfiling of the certificate by the department of state shall not alter the\neffective time of the instrument being corrected, which shall remain as\nits original effective time, and shall not affect any right or liability\naccrued or incurred before such filing.\n (c) A corporate name may not be changed or corrected under this\nsection other than to correct any typographical or similar non-material\nerror.\n