EX-3.90 93 a2108492zex-3_90.txt EXHIBIT 3.90 EXHIBIT 3.90 ARTICLES OF INCORPORATION OF KAILASH B. SHARMA, M.D., P.C. ARTICLE I The name of the corporation is Kailash B. Sharma, M.D., P.C. ARTICLE II The corporation elects to be created and operated pursuant to the Georgia Professional Corporation Act and shall have perpetual duration. ARTICLE III The purposes for which the corporation is organized are the practice of medicine and all related fields thereto. ARTICLE IV The total number of shares of stock which the corporation shall have authority to issue is 1,000 with no par value. ARTICLE V The corporation will not commence business until a minimum of Five Hundred nd no/100ths Dollars ($500.00) has been received for the issuance of shares. ARTICLE VI The registered office of the corporation in the State of Georgia is to be located at 727 Ravenel Road, Augusta, Georgia, 30909. Its registered agent at such address is Kailash B. Sharma. His consent to serve is attached hereto. ARTICLE VII The initial Board of Directors shall consist of two members who shall be: Kailash B. Sharma 727 Ravenel Road Augusta, Georgia 30909 [ILLEGIBLE] 727 Ravenel Road Augusta, Georgia 30909 ARTICLE VIII The name and mailing address of the incorporator is: Kailash B. Sharma 727 Ravenel Road Augusta, Georgia 30909 ARTICLE IX The corporation shall have and exercise all the powers conferred in the laws of the State of Georgia upon professional corporations formed under the laws of such State. Dated this 24 day of October, 1980. /s/ Kailash B. Sharma --------------------------- Kailash B. Sharma Incorporator - 2 - EXHIBIT 3.90 ARTICLES OF AMENDMENT OF KAILASH B. SHARMA, M.D., P.C. (A GEORGIA PROFESSIONAL CORPORATION) ARTICLE I THE NAME OF THE CORPORATION IS "KAILASH B. SHARMA, M.D., P.C." (THE "CORPORATION"). ARTICLE II ARTICLE I OF THE ARTICLES OF INCORPORATION IS AMENDED TO STATE AS FOLLOWS: THE NAME OF THE CORPORATION IS "KAILASH B. SHARMA, M.D., INC." ARTICLE III ARTICLE II OF THE ARTICLES OF INCORPORATION IS AMENDED TO STATE AS FOLLOWS: THE CORPORATION SHALL BE GOVERNED BY THE GEORGIA BUSINESS CORPORATION CODE. ARTICLE IV ARTICLE III OF THE ARTICLES OF INCORPORATION IS DELETED IN ITS ENTIRETY. ARTICLE V ARTICLE IX OF THE ARTICLES OF INCORPORATION IS DELETED IN ITS ENTIRELY. ARTICLE VI PURSUANT TO SECTION 14-2-1003 OF THE OFFICIAL CODE OF GEORGIA, EACH AMENDMENT DESCRIBED ABOVE HAS BEEN DULY ADOPTED AND APPROVED BY THE BOARD OF DIRECTORS AND THE SHAREHOLDER OF THE CORPORATION AS OF THE DATE OF FILLING OF THESE ARTICLES OF AMENDMENT. ARTICLE VIII THE CHANGES MADE BY THESE ARTICLES OF AMENDMENT SHALL BE EFFECTIVE UPON THE FILING OF THESE ARTICLES OF AMENDMENT WITH THE SECRETARY OF STATE THE STATE OF GEORGIA. ARTICLE IX A REQUEST FOR PUBLICATION OF A NOTICE OF INTENT TO FILE ARTICLES OF AMENDMENT WHICH CHANGE THE NAME OF THE CORPORATION AND PAYMENT THEREFOR HAVE BEEN MADE AS REQUIRED BY SECTION 14-2-1006 I(b) OF THE OFFICIAL CODE OF GEORGIA. IN WITNESS WHEREOF, THESE ARTICLES OF AMENDMENT HAVE BEEN EXECUTED BY THE UNDERSIGNED THIS 2 DAY OF DECEMBER, 2002 KAILASH B. SHARMA, M.D., P.C. /s/ Kailash B. Sharma M.D. ----------------------------- By: Kailash B. Sharma, M.D. As Its: president