504.1006 - RESTATED ARTICLES OF INCORPORATION.
504.1006 RESTATED ARTICLES OF INCORPORATION. 1. A corporation's board of directors may restate the corporation's articles of incorporation at any time with or without approval by members or any other person, to consolidate all amendments into a single document. 2. If the restated articles include one or more new amendments that require approval by the members or any other person, the amendments must be adopted as provided in section 504.1003. 3. If the restatement includes an amendment requiring approval pursuant to section 504.1031, the board must submit the restatement for such approval. 4. A corporation that restates its articles of incorporation shall deliver to the secretary of state 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 stating that the restated articles consolidate all amendments into a single document. If a new amendment is included in the restated articles, the corporation shall include the statement required in section 504.1005. 5. Duly adopted restated articles of incorporation supersede the original articles of incorporation and all amendments to the original articles of incorporation. 6. The secretary of state may certify restated articles of incorporation as the articles of incorporation currently in effect without including the certificate information required by subsection 4.
Section History: Recent Form 2004 Acts, ch 1049, §117, 192; 2006 Acts, ch 1089, §55