Form 540 - Filing Form Cover Letter - Jon Husted - Ohio Secretary Of State Page 5
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5Instructions for Certificate of Amendment
This form should be used for a for-profit, domestic corporation to file a certificate of amendment.
If you wish to file an amendment to existing Articles of Incorporation, please indicate on page one (1).
This means you are changing some of the information from the Initial Articles, but you still want the Initial
Articles to be valid, with these specific changes.
If you wish to file amended and restated articles, please indicate on page one (1). If you file amended
articles, the articles submitted will supersede the existing articles and any amendments previously filed.
Note: If amended articles were adopted, amended articles must set forth all provisions required in
original articles except for articles amended by directors or shareholders need not contain any statement
with respect to initial stated capital. See Ohio Revised Code section 1701.04 for required provisions.
Corporation Information
Please provide the name of the corporation (as currently registered with our office) and the charter
number assigned by our office.
Statement regarding Manner and Basis for Resolution Adopting Amendments or Amended
Articles
Pursuant to Ohio Revised Code section 1701.73, the Certificate must state the manner in which the
resolution was adopted to amend the articles, and, in the case of adoption of the resolution by
incorporators or directors, a statement of the basis for such adoption shall be filed with our office.
Please select the appropriate box to state the resolution was adopted by incorporators, directors or
Shareholders, or to state the articles are being amended and restated. If adopted by Directors, please
provide the applicable paragraph number from Ohio Revised Code section 1701.70(B) which was the
basis for the adoption.
Copy of the Resolution
Pursuant to Ohio Revised Code section 1701.73, upon the adoption of any amendment or amended
articles, a certificate containing a copy of the resolution adopting the amendment or amended articles
must be filed with our office. Please attach the resolution to this Certificate on a single-sided, 8 ½ x 11
sheet(s) of paper.
Additional Provisions
If the information you wish to provide for the record does not fit on the form, please submit additional
provisions on a single-sided, 8 ½ x 11 sheet(s) of paper.
Signature(s)
After completing all information on the filing form, please make sure that page 2 is signed by all
incorporators, if amended by incorporators, or by an authorized officer, if amended by directors or
shareholders, consistent with Ohio Revised Code section 1701.73(B) and (C).
**Note: Our office cannot file or record a document which contains a social security number or
tax identification number. Please do not enter a social security number or tax identification
number, in any format, on this form.
Last Revised: 04/17/2014
Form 540
Page 5 of 5
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