388.240. Reorganization manager may adopt amendments to charters — certificates of amendments to be filed.

432 words·~2 min read·/mo/chapter-388/388-240

A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

388.240. Reorganization manager may adopt amendments to charters — certificates of amendments to be filed. — 1. Notwithstanding the provisions of any other statutes of this state applicable to amendments of charters or articles of association of railroad companies incorporated under its laws, where a plan of reorganization of any such railroad company pursuant to the act of Congress of July 1, 1898, entitled "An Act to Establish a Uniform System of Bankruptcy Throughout the United States", as amended (herein called "The National Bankruptcy Act" ), has been confirmed by decree or order of a court of competent jurisdiction, the reorganization managers or committee designated in the plan of reorganization to consummate the same, or such other person so authorized by the court or judge in such reorganization proceedings, shall have full power and authority to adopt such amendments of its charter or articles of association as may be necessary and proper to put into effect and carry out such plan of reorganization and the decrees and orders of the court relative thereto without action by the directors or stockholders of any such railroad company.

2. After the adoption of such amendments of the charter or articles of association a certificate of amendment executed, acknowledged and sworn to by such reorganization managers or committee or such other person so authorized by the court or judge to adopt such amendments, shall be filed with the secretary of state. Such certificate of amendment shall show

(1)The name of the corporation and, if it has been changed, the name under which it theretofore existed;

(2)The amendment or amendments adopted;

(3)The new capitalization of such corporation; and

(4)That such amendments and new capitalization were authorized by the plan of reorganization or in a decree or order of the court relative thereto, and that the plan has been confirmed under The National Bankruptcy Act, with the title and venue of the proceeding and the date when the decree or order confirming the plan was made.

3. Any such reorganized railroad company shall not be precluded from thereafter further amending its charter or articles of association in the manner otherwise provided by law. For the amendment of a charter or articles of association pursuant to a plan of reorganization as in this section provided, there shall be paid to the state of Missouri such fees as are or shall be prescribed by law on any increase in the capital stock of such reorganized company over its aggregate authorized capital stock upon which incorporation fees were previously paid.

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(L. 1945 p. 684 § 5289C)