PHOENIX OFFICE TUCSON OFFICE 1300 West Washington Phoenix, Arizona 85007-2929 Phone: (602) 542-3026 Toll Free (AZ only): 1-800-345-5819 400 West Congress, Suite #221 Tucson, Arizona 85701-1347 Phone: (520) 628-6560 Toll Free (AZ only): 1-800-345-5819 www.azcc.gov ARIZONA CORPORATION COMMISSION CORPORATIONS DIVISION www.azcc.gov GENERAL FILING INSTRUCTIONS FOR ARTICLES OF DOMESTICATION Pursuant to A.R.S. §§10-222 & 10-3222 ALL CORPORATIONS DOMESTICATING INTO ARIZONA MUST COMPLY WITH THE FOLLOWING: Make sure that the corporate name you are using is available for use by your corporation. The name may be formally reserved for 120 days for a fee of $10.00 or on-line for a fee of $45.00 ($10.00 filing fee plus an additional $35.00 Expedited service fee.) If you are a holder of a Tradename that is identical or non-distinguishable from the proposed name, you will be asked to provide a copy of the Tradename Certificate. Names may be checked and reserved on our website at www.azcc.gov/divisions/corporations/filings/namingpolicy.asp. Web access is available to the public at our Phoenix and Tucson offices. Please note name reservations executed online take precedent over any other documents filed on paper and submitted by mail, fax or over the counter. Deliver the completed original Articles of Domestication (and one (1) or more exact copies) to the Commission. Your filed copy will be returned to you when all requirements have been satisfied. Notarization is not required. The domestication must be executed by a duly authorized officer. The Statutory Agent must provide a physical street/location address (A P.O. Box may also be listed. However, a physical street/location address must be furnished). A statutory agent may be either an individual Arizona resident, a domestic corporation or limited liability company, or foreign corporation or limited liability company authorized to transact business in Arizona. The Certificate of Disclosure must be signed and dated within 30 days of delivery to this office by a duly authorized officer. If the person executing the documents has a power of attorney authorizing him/her to do so, a copy of the document granting authority must be included with the filing. Attach a Certificate of Existence (Good Standing) duly authenticated by the official having custody of the corporate records in the jurisdiction in which the corporation was incorporated before the transfer of domicile. Pay the required (U.S.) Fees. Please make check payable to the Arizona Corporation Commission. Expedited service is available for an additional $35.00 fee. Regular Expedited Regular Expedited Business $100.00 $135.00 Non-Profit $100.00 $135.00 Within 60 days after the Commission has approved the filing, you must publish the Articles of Domestication of a Non-Tax –Exempt Nonprofit Organization in a newspaper of general circulation in the county of the known place of business in Arizona, for three (3) consecutive publications. DO NOT PUBLISH UNTIL THE COMMISSION APPROVES THE FILING. A list of acceptable newspapers in each county will accompany the approval letter and is posted on the Commission web site at: www.azcc.gov/Divisions/Corporations. The corporation may be subject to dissolution if it fails to publish. Filing an affidavit of publication is not necessary. ALL DOCUMENTS FILED WITH THE ARIZONA CORPORATION COMMISSION ARE PUBLIC RECORD. AS SUCH, ALL DOCUMENTS ARE OPEN FOR PUBLIC INSPECTION CF:0036b REV: 09/2008 Page 1 of 4 Arizona Corporation Commission Corporations Division American LegalNet, Inc. www.FormsWorkflow.com ARTICLES OF DOMESTICATION OF A NON-TAX-EXEMPT NONPROFIT CORPORATION Pursuant to A.R.S. §§10-222 & 10-3222 1. Name The name of the Corporation is: ___________________________________________________________________________. 2. Original Incorporation The Corporation was originally incorporated in the State of ________________ and the date of its incorporation in that state was _______________, ______. 3. Documents Furnished The official in charge of corporate filings in the jurisdiction in which the Corporation was previously incorporated will be provided with a copy of the Articles of Domestication filed in the State of Arizona. 4. Purpose The purpose for which the corporation is organized to engage in any or all lawful activities for which nonprofit corporations may be incorporated under the laws of Arizona, as they may be amended from time to time. 5. Character of Affairs The Character of Affairs of the corporation will be:_________________________________________________________________________ ____________________________________________________________________________ __________________________________________________________________________ 6. Known Place of Business in Arizona The street address of the known place of business of the Corporation is: ____________________________________________________________________________ ____________________________________________________________________________ _________________________________________________________________________ CF:0036b REV: 09/2008 Page 2 of 4 Arizona Corporation Commission Corporations Division American LegalNet, Inc. www.FormsWorkflow.com 7. Statutory Agent. (In Arizona) The name and address of the statutory agent of the Corporation is: ____________________________________________________________________________ ____________________________________________________________________________ _________________________________________________________________________ 8. Board of Directors. The board of directors currently consist of ______ director(s). The name(s) and address(es) of the person(s) who is(are) to serve as the director(s) until the first annual meeting of the members, if a member corporation, or Board of Directors, if the corporation has no members, or until his(her)(their) successor(s) is(are) elected and qualifies is(are): ___________________________________ ____________________________________ ___________________________________ ____________________________________ ___________________________________ ____________________________________ ___________________________________ ____________________________________ ___________________________________ ____________________________________ ___________________________________ ____________________________________ The number of persons to serve on the board of directors thereafter shall be fixed by the Bylaws. 9. Members (Check One) The corporation 10. will will not have members. Adoption These Articles of Domestication have been adopted in accordance with A.R.S. §10-3221. They were adopted by the Board of Directors on __________________, ______ and by the members, if the corporation has members, on __________________, ______. 11. Acceptance of State Laws Upon transfer of domicile of the Corporation to Arizona, the Corporation accepts and will be subject to the laws of Arizona. 12. Shares (check this box, if this provision will apply to your corporation.) All issued shares have been converted and designated as membership interests in the corporation. Hereafter, the corporation shall not have, nor issue shares. CF:0036b REV: 09/2008 Page 3 of 4 Arizona Corporation Commission Corporations Division American LegalNet, Inc. www.FormsWorkflow.com Dated this ________ day of ___________________, _______. By___________________________________ ___________________________________ [Name] [Title] The new statutory agent must accept his/her appointment as the new statutory agent. Acceptance of Appointment By Statutory Agent** **(required only if a new statutory agent is being appointed) The undersigned hereby acknowledges and accepts the appointment as statutory agent of the above-named corporation effective this _____ day of _______________,_______ Signature:______________________________________________ Printed Name: ______________________ Title: _______________ ______________________________________________________ If signing on behalf of a company, please print the company name here. Pursuant to A.R.S. §10-3223, these Articles of Domestication are accompanied a Certificate of Disclosure, and a Certificate of Good Standing duly authenticated by the official having custody of the corporate records in the jurisdiction in which the corporation was originally incorporated. CF:0036b REV: 09/2008 Page 4 of 4 Arizona Corporation Commission Corporations Division American LegalNet, Inc. www.FormsWorkflow.com