Title 52, Chapter 5, Section 12
( 52-5-12)
(a) Any navigation company incorporated prior to April 1, 1969,
whether by the General Assembly or otherwise, may amend its charter
by adopting the provisions of this chapter, by filing with the
Secretary of State a petition signed with the corporate name,
stating the name and character of the corporation, the date of the
original Act of incorporation, and all amendments thereto. The
company shall state in the petition that it desires to amend its
charter by having granted to it the corporate powers and privileges
granted to other navigation companies by this chapter. The company
shall also file along with the petition a certified abstract from
the minutes of the corporation, showing that the application for
amendment has been authorized by resolution which has been duly
adopted by the affirmative vote of the holders of a majority of the
shares entitled to vote thereon of the corporation at a meeting held
for the purpose of passing upon the resolution duly certified by the
president and secretary of the corporation. (b) When a navigation company amends its charter by following the
procedures specified in subsection (a) of this Code section, it may
retain its original organization and the same amount of capital
stock and other rights and privileges provided for in the original
charter, except the right of exemption from taxation, which may not
be in conflict with this chapter or any other law of this state
relating to the powers and privileges of navigation corporations;
and such amendments shall be without prejudice to any of the prior
rights or contracts of the corporation. (c) This chapter may also be adopted by any person owning or operating a navigation business, without prejudice to such organization as may already have existed and without prejudice to his existing contracts and obligations. Whenever any person desires to adopt the provisions of this chapter as provided in this subsection, he shall file a petition with the Secretary of State setting forth with particularity in what manner it is desired to adopt this chapter. When such petition is filed, the Secretary of State shall issue to the person, under the great seal of the state, a certificate setting forth that this person is a body corporate with all the powers, duties, and liabilities of this chapter. Before the certificate shall be issued, the petitioner shall pay to the Secretary of State the fee provided in Code Section 14-4-183. |