N.Y. Banking Law § 8005: Certificate of amendment or of change; contents

§ 8005. Certificate of amendment or of change; contents. 1. To

accomplish any amendment or change, a certificate of amendment, entitled

"Certificate of amendment of the organization certificate of ...........

(name of corporation) under section 8005 of the Banking Law" shall be

signed, verified and filed as provided in section one thousand three. It

shall set forth:

(a) The name of the corporation and, if it has been changed, the name

under which it was formed.

(b) The date its organization certificate was filed by the

superintendent.

(c) Each amendment effected thereby.

(d) If any such amendment provides for a change or elimination of

issued shares, and if the manner in which the same shall be effected is

not set forth in such amendment, then a statement of the manner in which

the same shall be effected.

(e) If any amendment reduces capital stock, then a statement of the

manner in which the same is effected and the amounts from which and to

which capital stock is reduced.

(f) The manner in which the amendment of the organization certificate

was authorized.

2. 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.

3. In the case of a change of shares, the shares resulting from such

change shall, upon the filing of the certificate of amendment under this

section, be deemed substituted for the shares changed, in accordance

with the stated terms of the change.