EX-3.27 28 a2200425zex-3_27.htm EX-3.27

Exhibit 3.27

 

AMENDED AND RESTATED ARTICLES OF INCORPORATION

 

OF

 

COASTAL RADIATION ONCOLOGY MEDICAL GROUP, INC.

 

The undersigned certify that:

 

1.             They are the President and the Secretary, respectively, of COASTAL RADIATION ONCOLOGY MEDICAL GROUP, INC., a California professional corporation.

 

2.     The Articles of Incorporation of this corporation are amended and restated to read as follows:

 

“FIRST

 

The name of this corporation is COASTAL ONCOLOGY, INC.

 

SECOND

 

The purpose of this corporation is to engage in any lawful act or activity for which a corporation may be organized under the GENERAL CORPORATION LAW of California other than the banking business, the trust company business or the practice of a profession permitted to be incorporated by the California Corporations Code.

 

THIRD

 

The corporation is authorized to issue only one class of shares of stock, and the total number of shares which this corporation is authorized to issue is 7,500.

 

FOURTH

 

The liability of the directors of the corporation for monetary damages shall be eliminated to the fullest extent permissible under California law.

 

FIFTH

 

Corporate agents, as that term is defined in Corporations Code Section 317, may be indemnified to the fullest extent permissible under California law.”

 

3.             The foregoing Amended and Restated Articles of Incorporation has been duly approved by the Board of Directors.

 

4.             The foregoing Amended and Restated Articles of Incorporation has been duly approved by the required vote of shareholders in accordance with Section 902 of the California Corporations Code.  The total number of outstanding shares of each class entitled to vote on this amendment was 100 shares of common stock and 0 shares of preferred stock. 

 



 

The number of shares voting in favor of the amendment equaled or exceeded the vote required.  The percentage vote required was more than fifty percent (50%).

 

We declare under penalty of perjury under the laws of the State of California that the matters set forth in this certificate are true and correct of our own knowledge.  This document may be executed in any number of counterparts and delivered by facsimile transmission, which together shall constitute the complete Amended and Restated Articles of Incorporation.

 

 

Date: February 9, 2006

/s/ Jonathan R. Stella

 

Jonathan R. Stella, M.D., President

 

 

Date: February 9, 2006

/s/ Victor G. Schweitzer

 

Victor G. Schweitzer, M.D., Secretary