-----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, FBRapPb10p92wdkW/jfLRrVHn0hsS5M139vo18rCm8ie1NVPLABbxnIUVl47fiTl fTGY1AY/ROVI3fctL7W2tg== 0001014100-99-000045.txt : 19990325 0001014100-99-000045.hdr.sgml : 19990325 ACCESSION NUMBER: 0001014100-99-000045 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990315 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990324 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RESURGENCE PROPERTIES INC CENTRAL INDEX KEY: 0000929223 STANDARD INDUSTRIAL CLASSIFICATION: OPERATORS OF NONRESIDENTIAL BUILDINGS [6512] IRS NUMBER: 133757163 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-24740 FILM NUMBER: 99571742 BUSINESS ADDRESS: STREET 1: 411 WEST PUTNAM AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 2038627000 MAIL ADDRESS: STREET 1: 10 UNION SQUARE EAST 5TH FL CITY: NEW YORK STATE: NY ZIP: 10003 8-K 1 FORM 8-K 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 (Date of earliest event reported): March 15, 1999 RESURGENCE PROPERTIES INC. (Exact name of Registrant as specified in charter) Maryland 0-24740 13-3757163 (State or other jurisdiction of (Commission File Number) (I.R.S. Employer Identification incorporation or organization) Number)
411 West Putnam Avenue Greenwich, Connecticut 06830 (203) 862-7000 (Address, including zip code and telephone number, including area code, of Registrant's principal executive offices) (Former name or former address of Registrant, if changed since last report) INFORMATION TO BE INCLUDED IN THE REPORT Item 5. Other Events. On March 15, 1999 Resurgence Properties Inc. (the "Company") filed Articles of Voluntary Dissolution with the State Department of Assessments and Taxation of Maryland ("SDAT"), pursuant to the approval by the shareholders of the Company of a plan of complete liquidation and dissolution of the Company on September 26, 1997. Upon acceptance of the Articles of Voluntary Dissolution by SDAT, the Company will file with the Securities and Exchange Commission a Form 15 Notice of Termination of Registration. A copy of the Articles of Voluntary Dissolution, as filed with the SDAT on March 15, 1999, is attached to this Current Report on Form 8-K as Exhibit 99.1. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits The following exhibits are filed herewith: Exhibit No. 99.1 Articles of Voluntary Dissolution. - 1 - 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. RESURGENCE PROPERTIES INC. Date: March 23, 1999 By:/s/ Jay L. Maymudes ------------------------------ Jay L. Maymudes Chief Financial Officer, Vice President & Secretary C76866.634 - 2 - EXHIBIT INDEX Exhibit Number Description of Exhibit 99.1 Articles of Voluntary Dissolution EX-99.1 2 ARTICLES OF VOLUNTARY DISSOLUTION Exhibit 99.1 RESURGENCE PROPERTIES INC. ARTICLES OF VOLUNTARY DISSOLUTION Resurgence Properties Inc., a Maryland corporation, having its principal office in Baltimore City, Maryland (hereinafter called the "Corporation"), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The Corporation is hereby dissolved. SECOND: The name of the Corporation is as hereinabove set forth, and the post office address of the principal office of the Corporation in the State of Maryland is 11 East Chase Street, Baltimore, Maryland 21202. THIRD: The name and post office address of the Resident Agent of the Corporation in the State of Maryland, who shall serve for one (1) year after the dissolution and until the affairs are wound up are Herbert Goldman, 233 East Redwood Street, Baltimore, Maryland 21202. Said Resident Agent is an individual actually residing in this State. FOURTH: The name and post office address of each of the Directors of the Corporation are as follows: NAME ADDRESS Charles E. Davidson 17 Hernlock Drive Greenwich, CT 06831 Joseph M. Jacobs 45 East 89th Street, Apt. 34C/D New York, NY 10128 Vance C. Miller 3815 Beverly Drive Dallas, TX 75205 Lawrence Howard, M.D. 120 East End Avenue, Apt. 6A New York, NY 10028 Jeffrey A. Altman 250 East 54th Street, Apt. 8C New York, NY 10022 FIFTH: The name, title and post office address of each officer of the Corporation are as follows: NAME POSITION ADDRESS Charles E. Davidson Chairman of the Board 17 Hernlock Drive Greenwich, CT 06831 Joseph M. Jacobs Chief Executive Officer, 45 East 89th Street, President and Treasurer Apt. 34C/D New York,, NY 10128 Jay L. Maymudes Chief Financial Officer, 37 Alwyn Lane Vice President & Secretary Weston, CT 06883 SIXTH: The dissolution of the Corporation was approved in the manner and by the vote required by law and by the Charter of the Corporation. The dissolution of the Corporation was duly authorized by the Board of Directors and Stockholders of the Corporation. SEVENTH: The Corporation has no known creditors. EIGHTH: These Articles of Voluntary Dissolution are accompanied by Certificates provided by Section 3-407(c)(2) of the Corporations and Associations Article of the Annotated Code of Maryland, stating that all taxes not barred by limitations which are levied on assessments made by the State Department of Assessments and Taxation of Maryland and billed by and payable to the issuer of each of said Certificates by the Corporation, including taxes for the current year, have been paid or provided for in a manner satisfactory to the issuer of each of said Certificates. IN WITNESS WHEREOF, Resurgence Properties Inc. party to these Articles, has caused these Articles to be signed and acknowledged in the name and on behalf of such Corporation by its President and its corporate seal to be affixed and attested by its Secretary this 16th day of February, 1999, and each such signatory hereto does hereby acknowledge the same to be the act of the Corporation and that to the best of his knowledge, information and belief, all matters and facts stated herein are true and correct in all material respects, said statement being made under penalties for perjury. ATTEST: RESURGENCE PROPERTIES INC. /s/ By: /s/ Joseph M. Jacobs, President (SEAL) Joseph M. Jacobs, President I hereby consent to my designation in this document as resident agent for this company. /s/ Herbert Goldman Herbert Goldman -----END PRIVACY-ENHANCED MESSAGE-----