(2) Except as provided in subsection (3) of this section, restated articles of incorporation that the director has approved and filed supersede the previously existing articles of incorporation and amendments to the previously existing articles of incorporation. The director shall, upon request, certify a copy of the articles of incorporation, the articles of incorporation as restated or any amendments to either the articles of incorporation or the restated articles of incorporation.
(3) If the restated articles of incorporation specify a delayed effective date, the restated articles of incorporation are effective on the date specified. A delayed effective date for restated articles of incorporation may not be later than the 90th day after the date on which the institution or Oregon stock savings bank executes and submits the restated articles of incorporation for filing.
(4) An institution or Oregon stock savings bank that submits restated articles of incorporation for filing shall include a statement that the president or a vice president and a cashier, secretary or assistant secretary execute in duplicate and that sets forth:
(a) The name of the institution or Oregon stock savings bank;
(b) The date on which the shareholders adopted the restated articles of incorporation;
(c) The number of shares outstanding and the number of shares entitled to vote for or against the restated articles of incorporation, and, if the shares of any class are entitled to vote as a class, the designation and number of outstanding shares of each class that are entitled to vote for or against the restated articles of incorporation.
(d) The number of shares voted for and against the restated articles of incorporation, respectively, and, if the shares of any class are entitled to vote as a class, the number of shares of each such class voted for and against the restated articles of incorporation, respectively.
(e) The manner in which the institution or Oregon stock savings bank will exchange, reclassify or cancel issued shares, if the restated articles of incorporation provide for an exchange, reclassification or cancellation of issued shares but do not set forth the manner for exchanging, reclassifying or canceling the issued shares. [1989 c.324 §16; 1997 c.631 §65; 2015 c.244 §24]
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