N.D. Cent. Code § 10-19.1-127: Extension after duration expired

1.A corporation whose period of duration as provided in the articles has expired and which has continued to do business despite that expiration may reinstate its articles and extend the period of duration, including making the duration perpetual, within one year after the date of expiration by filing an amendment to the articles as set forth in this section.

2.An amendment to the articles must be approved by the board and must include:

a.The date on which the period of duration expired under the articles;

b.A statement that the period of duration will be perpetual or, if some shorter period is to be provided, the date to which the period of duration is extended; and

c.A statement that the corporation has been in continuous operation since before the date of expiration of its original period of duration.

3.The amendment to the articles must be presented, after notice, at a meeting of the shareholders. The amendment is adopted when approved by the shareholders pursuant to section 10-19.1-19.

4.Articles of amendment, together with any fees and delinquent filings and reports, conforming to section 10-19.1-21 must be filed with the secretary of state.