Arizona Change to Articles of Incorporation for Profit
Description
Arizona Change to Articles of Incorporation for Profit document sample
Document Sample


Arizona State Board for Charter Schools
Arizona State Board of Education
1700 W. Washington St., Room 164, Phoenix, AZ 85007
(602) 364-3080 Fax (602) 364-3089
www.asbcs.az.gov
CHARTER HOLDER STATUS AMENDMENT REQUEST
(Charter Holder Name) (CTDS)
(Charter Holder Mailing Address)
(City, State) (Zip)
(Charter Representative’s Name)
(Phone Number) (Fax Number)
Failure to submit all required documentation will result in the Amendment Request being
returned without being processed. Faxed copies will not be accepted. Please send originals.
Check appropriate box(s)
Change in legal status of the Charter Holder
Change in entity name of the Charter Holder
Change in ownership of the Charter Holder (for-profits only)
Other (please explain)
Included are the following:
Board minutes approving the change (If the body is subject to Open Meeting Law, minutes must comply with
ARS §38-431.01)
Copy of amendment to Articles of Incorporation filed with the Arizona Corporation Commission
Provide information regarding any payment, benefit or consideration received or to be received by
any party in the transition.
Additional materials may be requested as required by the type of request
The Arizona State Board for Charter Schools and (Charter Holder), herein agree to amend the terms of
the charter contract as follows:
FROM:
TO:
In witness whereof, Charter Holder has signed this contract amendment as of this day of , 20 ,
and the State Board for Charter Schools has signed this contract amendment as of this _____ day of ______,
20___, to take effect at such time as it is signed by both parties.
___________________________________________________________________________
Charter Representative Signature
___________________________________________________________________________
Representative Signature for the Arizona State Board for Charter Schools
07/014/09
Checklist for a change of the Charter Holder
Choose type of change occurring:
Change in the Legal Status of the Change in the Ownership of the Charter
Charter Holder Holder
(e.g. the for-profit corporation converts (e.g. the for-profit corporation transfers the
to non-profit status) charter contract to a separate non-profit
corporation)
1. Operator Status Amendment Form - (Check 1. Charter Holder Status Amendment Form -
the box - Change in legal status of the (Check the box - Change in ownership of the
Charter Holder) Charter Holder.)
Indicate on the Form whether the non-profit Indicate on the Form whether the non-profit
corporation is an Arizona Not for Profit or a corporation is an Arizona Not for Profit or a
501(c)3. If the corporation is, or will be, a 501(c)3. If the corporation is, or will be, a
501(c)3 please submit a copy of the 501(c)3 please submit a copy of the approval
approval letter from the I.R.S. or a copy of letter from the I.R.S. or a copy of the
the application. application.
2. Copy of the minutes of the for-profit board 2. Copy of the minutes of the for-profit board
converting the corporation to non-profit authorizing the assignment of the charter
status. contract to the non-profit board.
3. Articles of Incorporation of the non-profit 3. Copy of the minutes of the non-profit
corporation (stamped and filed with the corporation accepting the assignment of the
Arizona Corporation Commission) charter contract from the for-profit board.
4. Bylaws of the non-profit corporation 4. Articles of Incorporation of the non-profit
corporation (stamped and filed with the Arizona
Corporation Commission)
5. Governance Structure 5. Bylaws of the non-profit corporation
a. Description of and differentiation
between the school’s governing body
and the non-profit corporate board
b. Organizational Flow Chart
6. Names of the non-profit corporate board 6. Governance Structure
members with a copy of the Fingerprint a. Description of and differentiation between
Clearance Card for each member. the school’s governing body and the
non-profit corporate board
b. Organizational Flow Chart
7. Notarized Affidavit for Consent to 7. Names of the non-profit corporate board
Background and Credit Check members with a copy of the Fingerprint
Clearance Card for each member.
8. Notarized Affidavit for Consent to Background
and Credit Check
9. Transfer agreement between the for-profit and
the non-profit that at a minimum includes
discussion of the:
a. Transfer of student records
b. Transfer of, or access to, appropriate
financial records from the prior year(s)
c. Responsibilities for Assets & Liabilities of
the for-profit corporation
Please remember that all prior year academic and financial responsibilities will transfer with the
new corporate structure.
07/014/09
Checklist for transferring charter from a non-profit to a non-profit
corporation
TRANSFER CHECKLIST
1. Charter Holder Status Amendment Form - (Check the box - Change in legal status of the Charter Operator.)
Indicate on the Form whether the non-profit corporation is an Arizona Not for Profit or a 501(c)3. If the
corporation is, or will be, a 501(c)3 please submit a copy of the approval letter from the I.R.S. or a copy of
the application.
2. Copy of the minutes of the charter holder authorizing the assignment of the charter to the other non-profit
board.
3. Copy of the minutes of the new non-profit corporation accepting the assignment of the charter.
4. Articles of Incorporation of the new non-profit corporation (stamped and filed with the Arizona
Corporation Commission)
5. Bylaws of the new non-profit corporation
6. Governance Structure
a. Description of and differentiation between
the school’s governing body and the
non-profit corporate board
b. Organizational Flow Chart
7. Names of the new non-profit corporate board members with the following for each:
a. Background Information Sheet
b. Notarized Affidavit, Disclosure, and Consent for Background and Credit Check
c. Copy of a valid Fingerprint Clearance Card
8. Transfer agreement between the charter holder and the new non-profit that at a minimum includes
discussion of the:
a. Transfer of student records
b. Transfer of, or access to, appropriate financial records from the prior year(s)
c. Responsibilities for Assets & Liabilities related to the charter and charter school operation including
state equalization payments to date.
Please remember that all academic and financial responsibilities will transfer with the new
corporate structure
07/014/09
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