EX-3.113 53 d191404dex3113.htm EX-3.113 EX-3.113

Exhibit 3.113

 

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Utah Department of Commerce

Division of Corporations & Commercial Code

160 East 300 South, 2nd Floor, S.M. Box 146705

Salt Lake City, UT 84114-6705

Phone: (801) 530-4849

Toll Free: (877)526-3994 Utah Residents

Fax: (801) 530-6438

Web Site: http://www.commerce.utah.gov

  

 

Registration Number: 6763128-0142

Business Name:          DISCOVERY HOUSE-LT, INC.

Registered Date:         SEPTEMBER 25, 2007

   January 19, 2016

 

 

 

CERTIFIED COPY OF

ARTICLES OF INCORPORATION

AND AMENDMENT

THE UTAH DIVISION OF CORPORATIONS AND COMMERCIAL CODE (“DIVISION”) HEREBY CERTIFIES THAT THE ATTACHED IS TRUE, CORRECT, AND COMPLETE COPY OF THE ARTICLES OF INCORPORATION AND AMENDMENT OF

DISCOVERY HOUSE-LT, INC.

AS APPEARS OF RECORD IN THE OFFICE OF THE DIVISION.

 

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/s/ Kathy Berg

Kathy Berg

Director

Division of Corporations and Commercial Code

 

 

 

Dept. of Professional Licensing

(801)530-6628

  

Real Estate

(801)530-6747

  

Public Utilities

(801)530-6651

  

Securities

(801)530-6600

  

Consumer Protection

(801)530-6601


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Articles of Incorporation

of

Discovery House-LT, Inc.

A Utah Profit Corporation

I, the undersigned, acting as incorporator under the Utah Revised Business Corporation Act, adopt the following Articles of Incorporation for such Corporation:

 

  1. The name of the Corporation is Discovery House-LT, Inc.

 

  2. The purpose of the Corporation is Methadone treatment and any other lawful purpose and to engage in any lawful act or activity for which corporations may be organized under the Utah Revised Business Corporation Act.

 

  3. The aggregate number of shares which the Corporation shall have authority to issue is 600 shares of common stock.

 

  4. The initial registered agent and designated office of this corporation shall be as follows:

National Registered Agents, Inc.

395 W. 2900 N

Pleasant Grove, Utah 84062

 

       I hereby accept appointment as Registered Agent for the above named corporation.

Date: 9.25.07

 

Signature:  

/s/ “illegible”

 
  National Registered Agents, Inc., Registered Agent  

 

  5. The name and address information of the incorporator is:

Meghan Record

26520 Agoura Road

Calabasas, California 91302

 

  6. The name(s) and address(es) of the individual(s) who are to serve as the initial director(s) are:

David L. Piccoli, II - 66 Pavilion Avenue, Providence, Rhode Island 02908

David L. Piccoli - 66 Pavilion Avenue, Providence, Rhode Island 02908

Peter Morris - 66 Pavilion Avenue, Providence, Rhode Island 02908

In Witness Whereof, I, Meghan Record, am the sole incorporator herein; have read the above and foregoing Articles of Incorporation; know the contents thereof and the same is true to the best of my knowledge and belief, excepting as to matters herein alleged upon information and belief and to those matters I believe to be true; and have executed these Articles of Incorporation this 25 day of September 2007.

 

/s/ “illegible”
Meghan Record, Incorporator

6763128

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6763128-0142

 

  

 

                                                   CERTIFICATE      LOGO     

To the Secretary of State of the State of Utah:

Pursuant to the provisions of Section 16-10a-1007 of the Utah Revised Business Corporation Act (the “Act”), Discovery House-LT, Inc. (the “Corporation”), organized and existing under and by virtue of the provisions of the Act and all amendments thereto, does hereby submit for filing the attached Amended and Restated Articles of Incorporation of the Corporation (the “Amended and Restated Articles of Incorporation”).

1. The name of the Corporation is Discovery House-LT, Inc.

2. The Articles of Incorporation, originally filed on September 25, 2007, are being amended and restated as reflected in the Amended and Restated Articles of Incorporation which are attached hereto.

3. The Amended and Restated Articles of Incorporation were duly authorized and adopted by the Board of Directors and Shareholder of the Corporation by unanimous written consent on November 2, 2015.

IN WITNESS WHEREOF, the undersigned has caused the execution and delivery of these Articles as of the 2nd day of November, 2015.

 

DISCOVERY HOUSE-LT, INC.
By:   /s/ Christopher L. Howard
  Christopher L. Howard
  Vice President and Secretary
 

 

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AMENDED AND RESTATED

ARTICLES OF INCORPORATION

OF

DISCOVERY HOUSE-LT, INC.

  

6763128-0142

 

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Article I

The name of the Corporation is Discovery House-LT, Inc. (the “Corporation”).

Article II

The purpose of the Corporation is to own and operate a healthcare related facility and any other lawful purpose and to engage in any lawful act or activity for which corporations may be organized under the Utah Revised Business Corporation Act (the “Act”).

Article III

The total number of shares of stock that the Corporation shall have authority to issue is one hundred (100) shares of Common Stock, $0.001 par value per share.

Article IV

The address of the registered agent and designated office of this Corporation is 1108 East South Union Avenue, Midvale, UT 84047. The name of the registered agent at the above registered office is CT Corporation System.

Article V

The principal address of the Corporation is 6100 Tower Circle, Suite 1000, Franklin, TN 37067.

Article VI

The name(s) and address(es) of the individuals who are to serve as the directors(s) are:

 

Director    Joey A. Jacobs   

6100 Tower Circle, Suite 1000

Franklin, TN 37067

Director    Christopher L. Howard   

6100 Tower Circle, Suite 1000

Franklin, TN 37067

Article VII

To the fullest extent permitted by the Act as the same exists or as may hereafter be amended, no director of the Corporation shall be personally liable to the Corporation or its shareholders for money damages for any action taken, or any failure to take any action, as a director. If the Act is amended after the date hereof to authorize corporate action further eliminating or limiting the personal liability of directors, then the liability of a director of the Corporation shall be further eliminated or limited to the fullest extent permitted by the Act as so amended. Neither any amendment nor repeal of this Article VII, nor the adoption of any provision of these Articles of Incorporation inconsistent with this Article VII, shall eliminate or reduce the effect of this Article VII in respect of any matter occurring or any action or

 

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proceeding accruing or arising or that, but for this Article VII, would accrue or arise, prior to such amendment, repeal or adoption of an inconsistent provision.

Article VIII

The Corporation shall indemnify to the fullest extent permitted by applicable law any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative by reason of the fact that he is or was a director or officer of the Corporation or is or was serving at the request of the Corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, against expenses (including attorneys, fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by him in connection with such action, suit, or proceeding. Neither any amendment nor repeal of this Article: VIII nor the adoption of any provision of these Articles of Incorporation inconsistent with this Article VIII, shall eliminate or reduce the effect of this Article VIII in res VIII, would accrue or arise, prior to such amendment, repeal or adoption of an inconsistent provision.

[Signature Page Follows.]

 

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IN WITNESS WHEREOF, these Amended and Restated Articles of Incorporation have been executed on this 2nd day of November, 2015.

 

/s/ Christopher L. Howard
Christopher L. Howard
Vice President and Secretary

[Signature Page to Amended and Restated Articles of Incorporation of Discovery House-LT, Inc.]