-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TepkF/odemD1YF6Z+1lXe7Qc6Z9pInQB29EMn1XSvFNhekSfLN/n6vBy4VE4s4ii z06NSU+xVIzOArFlU+sRBQ== 0000950168-98-002233.txt : 19980708 0000950168-98-002233.hdr.sgml : 19980708 ACCESSION NUMBER: 0000950168-98-002233 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980707 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980707 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: EMERGENT GROUP INC CENTRAL INDEX KEY: 0000277028 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] IRS NUMBER: 570513287 STATE OF INCORPORATION: SC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-08909 FILM NUMBER: 98661192 BUSINESS ADDRESS: STREET 1: 15 SOUTH MAIN ST STE 750 CITY: GREENVILLE STATE: SC ZIP: 29601 BUSINESS PHONE: 8642358056 MAIL ADDRESS: STREET 1: 15 SOUTH MAIN ST STE 750 CITY: GREENVILLE STATE: SC ZIP: 29601 FORMER COMPANY: FORMER CONFORMED NAME: NRUC CORP DATE OF NAME CHANGE: 19911002 FORMER COMPANY: FORMER CONFORMED NAME: NATIONAL RAILWAY UTILIZATION CORP DATE OF NAME CHANGE: 19840813 8-K 1 EMERGENT GROUP, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: July 7, 1998 EMERGENT GROUP, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) South Carolina 0-8909 57-0513287 - ------------------------ ------------ ------------------ (State or other juris- (Commission (IRS Employer diction of incorporation) File Number) Identification Number) Suite 750, 15 South Main Street, Greenville, South Carolina 29601 - ---------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (864) 235-8056 The Exhibit Index appears on page 4 hereof. 1 ITEM 5. OTHER EVENTS On June 10, 1998, at Emergent Group, Inc.'s (the "Company's") 1998 Annual Meeting of Shareholders, shareholders owning a majority of the Company's issued and outstanding common stock as of April 23, 1998 approved a proposal to change the Company's name to "HomeGold Financial, Inc." The corporate name change became effective as of 12:01 a.m., Eastern Daylight Savings Time, on July 1, 1998. Articles of Amendment effecting the Company's name change were filed with the Secretary of State for the State of South Carolina on June 24, 1998. The Company's common stock began trading on The Nasdaq Stock Market under the ticker symbol "HGFN" effective as of the opening of The Nasdaq Stock Market on July 1, 1998. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) EXHIBITS. 3.1 Articles of Amendment of the Company's Articles of Incorporation filed with the Secretary of State of South Carolina on June 24, 1998. 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. EMERGENT GROUP, INC. July 7, 1998 By: /s/ John M. Sterling, Jr. ------------------------- John M. Sterling, Jr. President and Chief Executive Officer 3 EXHIBIT INDEX ------------- 3.1 Articles of Amendment of the Company's Articles of Incorporation filed with the Secretary of State of South Carolina on June 24, 1998. 4 EX-3 2 EXHIBIT 3.1 CERTIFIED TO BE TRUE AND CORRECT COPY JIM MILES 1 AS TAKEN FROM AND COMPARED WITH THE SECRETARY OF STATE ORIGINAL ON FILE IN THIS OFFICE FILED (stamped date) (stamped date) JUN 24 1998 JUN 24 1998 STATE OF SOUTH CAROLINA AM PM SECRETARY OF STATE 7 8 9 10 11 12 1 2 3 4 5 6 /s/ Jim Miles - ---------------- SECRETARY OF STATE OF SOUTH CAROLINA ARTICLES OF AMENDMENT Pursuant to Section 33-10-106 of the 1976 South Carolina Code, as amended, the undersigned corporation adopts the following Articles of Amendment to its Restated Articles on Incorportation dated May 27, 1997: 1. The name of the corporation is Emergent Group, Inc. 2. On June 10, 1998 the corporation adopted the following Amendment to its Articles of Incorporation: "RESOLVED, that Section 1 of the Restated Articles of Incorporation is hereby deleted and replaced with the following: (1) The name of the corporation shall be HomeGold Financial, Inc." 3. The manner, if not set forth in the amendment, in which any exchange, reclassification, or cancellation of issued shares provided for in the Amendment shall be effected, is as follows: (if not applicable, insert "not applicable" or "NA"). Not Applicable 4. Complete either a or b, whichever is applicable. a. X Amendment(s) adopted by shareholder action. ------- At the date of adoption of the amendment, the number of outstanding shares of each voting group entitled to vote separately on the Amendment, and the vote of such shares was: Number of Number of Number of Votes Number of Undisputed* Voting Outstanding Votes Entitled Represented at Shares Voted Group Shares to be Cast the Meeting For Against - ------ ----------- -------------- -------------- ----------------------- Common 9,708,083 9,708,083 8,164,951 7,986,390 156,944 b. The Amendment(s) was duly adopted by the incorporators or -------- board of directors without shareholder approval pursuant to Section 33-6-102(d), 33-10-102 and 33-10-105 of the 1976 South Carolina Code as amended, and shareholder action was not required. 5. The effective date of these Articles of Amendment shall be July 1, 1998. ------------- Date: June 10, 1998 ------------ Emergent Group, Inc. (Name of Corporation) By: /s/ John M. Sterling Jr. --------------------------- CEO
-----END PRIVACY-ENHANCED MESSAGE-----