40-803. Filing and recording articles;
commencement of business; amendment of articles to provide for
perpetual existence
A. The articles of incorporation of a railroad corporation formed under the
provisions of this article shall be filed, published and recorded, and a certificate of
incorporation issued, as provided for corporations in general. The incorporation shall
be deemed completed and the corporation may commence business upon the issuance of the
certificate of incorporation.
B. Articles of incorporation or consolidation of railroad corporations whether
incorporated or consolidated under the laws of this state, or under the laws of this
state and any other state or states, or any such articles which have been amended, may be
further amended by removing any provision limiting the term of the corporation's
existence and providing for the permanent existence thereof. The amendment shall be made
in the manner prescribed for corporations in general, but the adoption of the amendment
shall require, in addition:
1. Three-fourths of the votes cast at a stockholders' meeting duly called and held
for that purpose.
2. The agreement by the corporation, upon affirmation by three-fourths of the votes
cast at the stockholders' meeting, that in consideration of the right granted by the
legislature to amend the articles of incorporation to provide for permanent existence of
the corporation, it shall be subject to and bound by, the Constitution and laws of this
state existing on the date the amendment is adopted.
3. The filing, recording and publishing of the agreement in the manner required of
amendments of corporations in general.
|