A name change amendment clause outlines the procedure and requirements for officially altering the name of a party involved in a contract. This clause ensures that all parties are informed and in agreement with the name change to maintain the integrity and enforceability of the contract.
Proposal No. 3 — The Name Change Amendment Proposal — To amend, by way of special resolution, XPAC’s Articles, as provided by the third resolution in the form set forth in Annex A to the accompanying proxy statement to change the name of XPAC from “XPAC Acquisition Corp.” to “Zalatoris II Acquisition Corp”;
ACTION NO. 2: APPROVAL OF THE NAME CHANGE AMENDMENT This Information Statement contains a brief summary of the material aspects of the Name Change Amendment approved by the Majority Stockholders.
The Name Change Amendment will become effective no sooner than the date that is twenty (20) calendar days after the mailing of this information statement.
Our Board and the Majority Stockholders approved a resolution to file an Amendment to the Articles of Incorporation, as amended (the “Articles of Incorporation”) with the Secretary of State of the State of Nevada (the “Secretary of State”) to reflect the Name Change (the “Name Change Amendment”).
Our Board believes that it is advisable and in the best interests of the Company and its stockholders to effect the Name Change Amendment.
On May 15, 2024, First Wave BioPharma, Inc. (the “Company”) filed an amendment to its Amended and Restated Certificate of Incorporation with the Secretary of State of Delaware to change its corporate name from "First Wave BioPharma, Inc." to "Entero Therapeutics, Inc." (the "Name Change Amendment"). Pursuant ot the Name Change Amendment, this name change is effective as of May 17, 2024. The Name Change Amendment is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 8.01 Other Events. On May 16, 2024, the Company issued a press release announcing the Name Change Amendment (the "Press Release"). As described in the Press Release, in connection with the Name Change Amendment, the Company's ticker symbol for its common stock, par valule $0.0001 per share, listed on the Nasdaq Capital Market, will be changed as of market open on May 17, 2024, from "FWBI" to "ENTO".
CERTIFICATE OF NAME CHANGE AMENDMENT TO DECLARATION OF TRUST OF NUVEEN ENHANCED MUNICIPAL CREDIT OPPORTUNITIES FUND The undersigned, being a majority of the Trustees of Nuveen Enhanced Municipal Credit Opportunities Fund (the “Trust”), acting pursuant to the authority granted to the Trustees under Article XIII, Section 4(ii) of the Declaration of Trust made on the 21st day of March, 2001 by the Trustees thereunder (as amended from time to time, the “Declaration”), do hereby amend the Declaration, effective as of 8:59 a.m., Eastern time, on the 28th day of December, 2016, as follows: 1. Section 1 of Article I of the Declaration is amended to read in its entirety as follows: Section 1. Name. This Trust shall be known as the “Nuveen Municipal Credit Income Fund,” and the Trustees shall conduct the business of the Trust under that name or any other name as they may from time to time determine. All references to the name of the Trust in the Declaration are hereby amended accordingly. 2. Except as amended hereby, the Declaration remains in full force and effect. 2 IN WITNESS WHEREOF, the undersigned, being a majority of the Trustees of the Trust, have executed this instrument as of this 12th day of December, 2016.
Our directors and the Approving Stockholders have taken action by written consent to authorize our Board to effect the Name Change Amendment. Our Board has discretion to abandon the Name Change prior to its effectiveness.
Procedure for Effecting the Name Change Amendment and the Name Change The Name Change will become effective upon the later of (i) the filing of the Name Change Amendment with the Secretary of State of the State of Nevada, (ii) approval of the Name Change by FINRA, and (iii) the 20th calendar date after the date on which this Information Statement and the accompanying notice are mailed to our stockholders. We expect the Name Change to be effective on or about June 17, 2020. In no event will the Name Change be effective sooner than 20 calendar days after we mail this Information Statement and accompanying notice to our stockholders. Our Board retains the authority to abandon the Name Change for any reason at any time prior to the effective date of the Name Change. The form of the proposed Name Change Amendment necessary to effect the Name Change is attached hereto as Appendix A.
The proposed Name Change Amendment will not affect the par value of our Common Stock. As a result, on the effective date of the Name Change, the stated capital on our balance sheet attributable to our Common Stock will not be affected.
Under Nevada law, stockholders are not entitled to dissenters’ rights with respect to the Name Change Amendment or the Name Change.
On June 15, 2023, World Fuel Services Corporation (the "Company") held its 2023 Annual Meeting of Shareholders (the "2023 Annual Meeting"). At the 2023 Annual Meeting, the Company’s shareholders voted in favor of an amendment to the Company’s Articles of Incorporation, as amended (the "Name Change Amendment") changing the Company’s name to World Kinect Corporation (the "Name Change"). The Name Change Amendment was filed with the Secretary of State of the State of Florida, and was effective on June 15, 2023. Effective at the open of market trading on June 16, 2023, the Company’s common stock began trading on the New York Stock Exchange under its new name, World Kinect Corporation, as well as the Company’s new ticker symbol, "WKC."
As described above, the shareholders approved the Name Change Amendment.
On July 17, 2019, immediately after completion of the Merger, MYnd filed a Certificate of Amendment (the “Name Change Amendment”) to its Certificate of Incorporation to change its name to “Emmaus Life Sciences, Inc.” (the “Name Change”). References herein to the “Company” mean MYnd following the Merger and the Name Change.
On September 3, 2020, the Board and the Majority Stockholders approved by written consent in lieu of a special meeting an amendment to the Company’s Articles of Incorporation to change the name of the Company to Hanjiao Group, Inc. (the “Name Change Amendment”). Our Board and the Majority Stockholders believe that it is advisable and in the Company’s best interests to authorize and approve the Name Change Amendment in order to more accurately reflect the changes in the Company’s business. After the Effective Date, we may conduct private placements of our securities to secure additional working capital for the Company. Except as set forth above, as of the date of this filing we do not have any definitive plans, proposals or arrangements to issue any of the newly available authorized shares of common stock for any purpose or which may result in a change in control of the Company.
Vote Required Section 78.045 of the NRS provides that proposed amendments to the Articles of Incorporation must first be adopted by the Board and then approved by the Majority Stockholders. On September 3, 2020, our Board and the Majority Stockholders authorized, adopted and approved by written consent in lieu of a special meeting the Name Change Amendment. September 3, 2020, or the Record Date, was the date for determining the stockholders entitled to receive notice of and to vote on the proposed increase to our authorized capital.
A Name Change Amendment is a formal document used to officially alter the name of an individual or entity within a legal or contractual context. It serves to update all relevant records to reflect the new name, ensuring consistency and accuracy across all legal documents and agreements. This amendment is crucial in maintaining the integrity and enforceability of contracts, licenses, and memberships.
You should use a Name Change Amendment when:
Failing to update a name in essential documents might lead to legal disputes, financial misunderstandings, or operational hurdles.
To write a Name Change Amendment, follow these general steps:
Here’s an example:
Name Change Amendment to [Original Contract Title]
This Name Change Amendment (“Amendment”) is entered into by and between [Party Name 1] and [Party Name 2], related to the original contract (“Contract”) dated [Original Date].
1. Name Change:
The name [Old Name] is hereby changed to [New Name] and shall be recognized as such within the entirety of the Contract.
2. Effective Date:
This amendment shall take effect on [Effective Date].
IN WITNESS WHEREOF, the parties have executed this Name Change Amendment as of [Date].
[Signature of Party 1]
[Printed Name, Title]
[Date][Signature of Party 2]
[Printed Name, Title]
[Date]
Contracts that typically require a Name Change Amendment include, but are not limited to:
Implementing a Name Change Amendment ensures that all parties involved are aware of and consent to any changes concerning the parties to the agreement, thereby preventing potential legal misunderstandings.
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