2006 New York Code - Certificate Of Amendment; Contents.

 
  § 805. Certificate of amendment; contents.
    (a) To  accomplish any amendment, a certificate of amendment, entitled
  "Certificate  of  amendment  of  the  certificate  of  incorporation  of
  ..................................(name  of  corporation)  under section
  805 of the Business Corporation Law", shall be signed and  delivered  to
  the department of state.  It shall set forth:
    (1) The  name of the corporation and, if it has been changed, the name
  under which it was formed.
    (2) The date  its  certificate  of  incorporation  was  filed  by  the
  department of state.
    (3) Each  amendment effected thereby, setting forth the subject matter
  of each provision of the certificate of incorporation  which  is  to  be
  amended  or eliminated and the full text of the provision or provisions,
  if any, which are to be substituted or added.
    (4) If an amendment provides for a change of shares, the  number,  par
  value  and  class  of  issued  shares changed, the number, par value and
  class of issued shares resulting from such change, the number, par value
  and class of unissued shares changed, the number, par value and class of
  unissued shares resulting from such change and the terms  of  each  such
  change. If an amendment makes two or more such changes, a like statement
  shall be included in respect to each change.
    (5) If  any  amendment reduces stated capital, then a statement of the
  manner in which the same is effected and the amounts from which  and  to
  which stated capital is reduced.
    (6) The   manner   in  which  the  amendment  of  the  certificate  of
  incorporation was authorized. If  the  amendment  was  authorized  under
  paragraph  (d)  of  section  eight hundred three of this chapter, then a
  statement that the corporation does not have any shareholders of  record
  or any subscribers for shares whose subscriptions have been accepted and
  no  directors.
    (b)    Any  number  of  amendments  or  changes may be included in one
  certificate under this section.  Such certificate may also  include  any
  amendments  or  changes permitted by other sections and in that case the
  certificate shall set forth any additional  statement  required  by  any
  other  section  specifying  the contents of a certificate to effect such
  amendment or change.
    (c) In the case of a change of shares, the shares resulting from  such
  change, shall upon the filing of the certificate of amendment, be deemed
  substituted  for the shares changed, in accordance with the stated terms
  of change.