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- S-4 Registration of securities issued in business combination transactions
- 3.5 Restated Certificate of Incorporation of Advantage Health Corporation
- 3.6 Advantage Health Corporation Restated Bylaws
- 3.7 Articles of Organization of Advantage Health Development Corp.
- 3.8 Bylaws of Advantage Health Development Corp.
- 3.9 Articles of Incorporation of Advantage Health Harmarville
- 3.10 Bylaws of Advantage Health Harmarville Rehabilitation Corporation
- 3.11 Articles of Organization of Advantage Rehabilitation Clinics,inc.
- 3.12 Advantage Rehabilitation Clinics, Inc. Bylaws
- 3.13 Sixth Restated Certificate of Incorporation of Asc Network Corporation
- 3.14 Bylaws of Asc Network Corporation
- 3.15 Certificate of Incorporation of Baton Rouge Rehab, Inc.
- 3.16 Amended and Restated Bylaws of Baton Rouge Rehab, Inc.
- 3.17 Certificate of Limited Partnership of Beaumont Rehab Associates
- 3.18 First Amended & Restated Agreement of Ltd.ptrship Agmt. of Beaumont Rehab Assoc.
- 3.19 Articles of Incorporation of Chiron, Inc.
- 3.20 Restated Bylaws of Chiron, Inc.
- 3.21 Certificate of Incorporation of CMS Development and Management Company, Inc.
- 3.22 Bylaws of CMS Development and Management Company, Inc.
- 3.23 Certificate of Incorporation of CMS Jonesboro Rehabilitation, Inc.
- 3.24 Bylaws of CMS Jonesboro Rehabilitation, Inc.
- 3.25 Certificate of Incorporation of CMS Topeka Rehabilitation, Inc.
- 3.26 Bylaws of CMS Topeka Rehabilitation, Inc.
- 3.27 Certificate of Limited Partnership of Collin County Rehab Associates
- 3.28 First Amended and Restated Agreement of Limited Partnership of Collin County
- 3.29 Certificate of Incorporation of Continental Medical of Arizona, Inc.
- 3.30 Bylaws of Continental Medical of Arizona, Inc.
- 3.31 Restated Certificate of Incorporation of Continental Medical Systems, Inc.
- 3.32 Bylaws of Continental Medical Systems, Inc.
- 3.33 Certificate of Incorporation of Continental Rehabilitation Hospital of Arizona
- 3.34 Bylaws of Continental Rehabilitation Hospital of Arizona, Inc.
- 3.36 Bylaws of Diagnostic Health Corporation
- 3.37 Report of a Limited Partnership of Healthsouth Bakersfield Rehabilitation Hosp.
- 3.38 Agreement and Certificate of Limited Partnership of Healthsouth Bakersfield
- 3.39 Report of a Limited Partnership of Healthsouth Diagnostic Center of Colorado
- 3.40 Certificate and Agreement of Limited Partnership of Healthsouth Diagnostic CTR.
- 3.41 Report of a Limited Partnership of Healthsouth Diagnostic CTR. of Tennessee
- 3.42 Agreement and Cert. of LTD. Partnership of Healthsouth Diagnostic CTR. of Tenne.
- 3.43 Report of a Limited Partnership of Healthsouth Diagnostic Center of Texas
- 3.44 Agreement and Certificate of LTD. Ptship. of Healthsouth Diagnostic CTR. of TX
- 3.45 Certificate of Incorporation of Healthsouth Diagnostic Centers, Inc.
- 3.46 Bylaws of Healthsouth Diagnostic Centers, Inc.
- 3.47 Certificate of Incorporation of Healthsouth Holdings, Inc.
- 3.48 Bylaws of Healthsouth Holdings, Inc.
- 3.49 Certificate of Incorporation of Healthsouth Ltac of Sarasota, Inc.
- 3.50 Bylaws of Healthsouth Ltac of Sarasota, Inc.
- 3.51 Articles of Merger of Healthsouth Medical Center, Inc.
- 3.52 Bylaws of Healthsouth Medical Center, Inc.
- 3.53 Report of a LTD. Partnership of Healthsouth Meridian Point Rehab Hospital
- 3.54 Agreement & Certificate of LTD. Partshp. of Healthsouth Meridian Point Hospital
- 3.55 Report of a LTD. Partship of Healthsouth Northern Kentucky Rehab. Hospital
- 3.56 Agreement & Certificate of LTD. Partship of Healthsouth Northern Kentucky
- 3.57 Certificate of Incorporation of Healthsouth of Alexandra, Inc.
- 3.58 Bylaws of Healthsouth of Alexandria, Inc.
- 3.59 Certificate of Incorporation of Healthsouth of Altoona, Inc.
- 3.60 Bylaws of Healthsouth of Altoona, Inc.
- 3.61 Certificate of Incorporation of Healthsouth of Austin, Inc.
- 3.62 Bylaws of Healthsouth of Austin, Inc.
- 3.63 Certificate of Incorporation of Healthsouth of Charleston, Inc.
- 3.64 Bylaws of Healthsouth of Charleston, Inc.
- 3.65 Articles of Incorporation of Healthsouth of Dothan, Inc.
- 3.66 Bylaws of Healthsouth of Dothan, Inc.
- 3.67 Certificate of Incorporation of Healthsouth of East Tennessee, Inc.
- 3.68 Bylaws of Healthsouth of East Tennessee, Inc.
- 3.69 Certificate of Incorporation of Healthsouth of Erie, Inc.
- 3.70 Bylaws of Healthsouth of Erie, Inc.
- 3.71 Certificate of Incorporation of Healthsouth of Fort Smith, Inc.
- 3.72 Bylaws of Healthsouth of Fort Smith, Inc.
- 3.73 Report of a Limited Partnership of Healthsouth of FT. Lauderdale
- 3.74 Agreement & Certificate of LTD. Partship. of Healthsouth of FT. Lauderdale
- 3.75 Certificate of Incorporation of Healthsouth of Henderson, Inc.
- 3.76 Bylaws of Healthsouth of Henderson, Inc.
- 3.77 Certificate of Incorporation of Healthsouth of Houston, Inc.
- 3.78 Bylaws of Healthsouth Houston, Inc.
- 3.79 Report of Limited Partnership of Healthsouth of Largo LTD. Partnership
- 3.80 Agreement and Certificate of LTD. Partnership of Healthsouth of Largo
- 3.81 Certificate of Incorporation of Healthsouth of Mechanicsburg, Inc
- 3.82 Bylaws of Healthsouth of Mechanicsburg, Inc.
- 3.83 Certificate of Incorporation of Healthsouth of Midland, Inc.
- 3.84 Bylaws of Healthsouth of Midland, Inc.
- 3.85 Certificate of Incorporation of Healthsouth of Montgomery, Inc.
- 3.86 Bylaws of Healthsouth of Montgomery, Inc.
- 3.87 Bylaws of Healthsouth of New Mexico, Inc.
- 3.88 Certificate of Incorporation of Healthsouth of New Mexico, Inc.
- 3.89 Certificate of Incorporation of Healthsouth of Nittany Valley, Inc.
- 3.90 Bylaws of Healthsouth of Nittany Valley, Inc.
- 3.91 Report of Limited Partnership of Healthsouth of Ohio Limited Partnership
- 3.92 Agreement and Certificate of Limited Partnership of Healthsouth of Ohio LP
- 3.93 Certificate of Incorporation of Healthsouth of Pittsburgh, Inc.
- 3.94 Bylaws of Healthsouth of Pittsburgh, Inc.
- 3.95 Certificate of Incorporation of Healthsouth of Reading, Inc.
- 3.96 Bylaws of Healthsouth of Reading, Inc.
- 3.97 Certificate of Incorporation of Healthsouth of San Antonio, Inc.
- 3.98 Bylaws of Healthsouth of San Antonio, Inc.
- 3.99 Report of a Limited Partnership of Healthsouth of Sarasota Limited Partnership
- 3.100 Agreement and Certificate of Limited Partnership of Healthsouth of Sarasota
- 3.101 Certificate of Incorporation of Healthsouth of Sewickley, Inc.
- 3.102 Bylaws of Healthsouth of Sewickley, Inc.
- 3.103 Certificate of Incorporation of Healthsouth of South Carolina, Inc.
- 3.104 Bylaws of Healthsouth of South Carolina, Inc.
- 3.105 Certificate of Incorporation of Healthsouth of Spring Hill, Inc.
- 3.106 Bylaws of Healthsouth of Spring Hill, Inc.
- 3.107 Report of Limited Partnership of Healthsouth of Tallahassee Limited Partnership
- 3.108 Agreement and Certificate of Limited Partnership of Healthsouth of Tallahassee
- 3.109 Certificate of Incorporation of Healthsouth of Texarkana, Inc.
- 3.110 Bylaws of Healthsouth of Texarkana, Inc.
- 3.111 Articles of Incorporation of Healthsouth of Texas, Inc.
- 3.112 Bylaws of Healthsouth of Texas, Inc.
- 3.113 Certificate of Incorporation of Healthsouth of Toms River. Inc.
- 3.114 Bylaws of Healthsouth of Toms River, Inc.
- 3.115 Certificate of Incorporation of Healthsouth of Treasure Coast, Inc.
- 3.116 Bylaws of Healthsouth of Treasure Coast, Inc.
- 3.117 Certificate of Incorporation of Healthsouth of Utah, Inc.
- 3.118 Bylaws of Healthsouth of Utah, Inc.
- 3.119 Certificate of Incorporation of Healthsouth of York, Inc.
- 3.120 Bylaws of Healthsouth of York, Inc.
- 3.121 Certificate of Incorporation of Healthsouth of Yuma, Inc.
- 3.122 Bylaws of Healthsouth of Yuma, Inc.
- 3.123 Certificate of Incorporation of Healthsouth Properties Corporation
- 3.124 Bylaws of Healthsouth Properties Corporation
- 3.125 Certificate of Incorporation of Healthsouth Real Property Holding Corporation
- 3.126 Bylaws of Healthsouth Real Property Holding Corporation
- 3.127 Report of a Limited Partnership of Healthsouth Rehab CTR of New Hampshire, LTD.
- 3.128 Agreement and Certificate of LP of Healthsouth Rehab CTR. of New Hampshire, LTD.
- 3.129 Articles of Incorporation of Healthsouth Rehabilitation Center, Inc.
- 3.130 Bylaws of Healthsouth Rehabilitation Center, Inc.
- 3.131 Report of a Limited Partnership of Healthsouth Rehab Hospital of Arlington LP
- 3.132 Agreement and Certificate of LP of Healthsouth Rehab Hospital of Arlington LP
- 3.133 Certificate of Incorporation of Healthsouth Rehabilitation Hospital of Odessa
- 3.134 Bylaws of Healthsouth of Rehabilitation Hospital of Odessa, Inc.
- 3.135 Articles of Organization of Healthsouth Rehabilitation Institute of Tucson
- 3.136 Amended and Restated Limited Liability Company Agreement of Healthsouth
- 3.137 Certificate of Incorporation of Healthsouth S.c.of Portland, Inc.
- 3.138 Restated Bylaws of Healthsouth S.c.of Portland, Inc.
- 3.139 Certificate of Incorporation of Healthsouth S.c.of Scottdale-bell Road, Inc.
- 3.140 Bylaws of Healthsouth S.C. of Scottsdale-bell Road, Inc.
- 3.141 Articles of Incorporation of Healthsouth Specialty Hospital, Inc.
- 3.142 Bylaws of Healthsouth Specialty Hospital, Inc.
- 3.143 Certificate of Incorporation of Healthsouth Sub-acute Center of Mechanicsburg
- 3.144 Bylaws of Healthsouth Sub-acute Center of Mechanicsburg, Inc.
- 3.145 Certificate of Incorporation of Healthsouth Surgery Center of Fairfield, Inc.
- 3.146 Bylaws of Healthsouth Surgery Center of Fairfeild, Inc.
- 3.147 Certificate of Incorporation of Healthsouth Surgery Centers-west, Inc.
- 3.148 Bylaws of Healthsouth Surgery Centers-west, Inc.
- 3.149 Certificate of Incorporation of Healthsouth Surgical Center of Tuscaloosa, Inc
- 3.150 Bylaws of Healthsouth Surgical Center of Tuscaloosa, Inc.
- 3.151 Report of a Limited Partnership of Healthsouth Valley of the Sun Rehab Hospital
- 3.152 Agreement and Certificate of LP of Healthsouth Valley of the Sun Rehab Hospital
- 3.153 Charter of HSC of Beaumont, Inc.
- 3.154 Bylaws of HSC of Beaumont, Inc.
- 3.155 Articles of Incorporation of HVPG of California. Inc.
- 3.156 Bylaws of HVPG of California, Inc.
- 3.157 Articles of Incorporation of Lakeland Physicians Medical Building, Inc.
- 3.158 Bylaws of Lakeland Physicians Medical Building, Inc.
- 3.159 Certificate of Incorporation of Lakeshore System Services of Flordia, Inc.
- 3.160 Bylaws of Lakeshore System Services of Flordia, Inc.
- 3.161 Certificate of Assumed Name of Lakeview Rehabilitation Group Partners
- 3.162 Partnership Agreement of Lakeview Rehabilitation Group Partners
- 3.163 Articles of Incorporation of Little Rock-sc, Inc.
- 3.164 Bylaws of Little Rock-sc, Inc.
- 3.165 Restated Certificate of Incorporation of National Imaging Affiliates, Inc.
- 3.166 Amended and Restated Bylaws of National Imaging Affiliates, Inc.
- 3.167 Restated Certificate of Incorporation of National Surgery Centers, Inc.
- 3.168 Bylaws of National Surgery Centers, Inc.
- 3.169 Articles of Incorporation of Neuro Imaging Institute, Inc.
- 3.170 Bylaws of Neuro Imaging Institute, Inc.
- 3.171 Certificate of Organization of New England Rehabilitation Hospital, Inc.
- 3.172 Bylaws of New England Rehabilitation Hospital, Inc.
- 3.173 Articles of Incorporation of New England Rehabilitation Management Co., Inc.
- 3.174 Bylaws of New England Rehabilitation Management Co., Inc.
- 3.175 Articles of Incorporation of North Louisiana Rehabilitation Center, Inc.
- 3.176 Bylaws of North Louisiana Rehabilitation Center, Inc.
- 3.179 Certificate of Incorporation of NSC Connecticut, Inc.
- 3.180 Bylaws of NSC Connecticut, Inc.
- 3.181 Articles of Incorporatin of NSC Houston, Inc.
- 3.182 Bylaws of NSC Houston, Inc.
- 3.183 Certificate of Incorporation of NSC Seattle, Inc.
- 3.184 Bylaws of NSC Seattle, Inc.
- 3.186 Bylaws of Pacific Rehabilitation & Sports Medicine, Inc.
- 3.188 Bylaws of Rebound, Inc.
- 3.190 Restated Bylaws of Rehab Concepts Corp.
- 3.191 Restated Certificate of Incorporation of Rehab. Hospital Corp.of Americia, Inc.
- 3.192 Bylaws of Rehabilitation Hospital Corporation of Americia, Inc.
- 3.193 Certificate of Incorporation of the Rehabilitation Hospital of Colorado Springs
- 3.194 Bylaws of the Rehabilitation Hospital of Colorado Springs, Inc.
- 3.196 Restated Bylaws of Rehabilitation Hospital of Nevada-lasvegas, Inc.
- 3.197 Certificate of Limited Partnership of Rehabilitation Hospital of Nevada-lasvegas
- 3.198 Agreement of Limited Partnership of Rehab Hospital of Nevada-lasvegas, L..P.
- 3.199 Articles of Incorporation of Rehabilitation Hospital of Plano, Inc.
- 3.200 Bylaws of Rehabilitation Hospital of Plano, Inc.
- 3.201 Articles of Organization of Rehab Institute of Western Massachusetts, Inc.
- 3.202 Restated Bylaws of Rehabilitation Institute of Western Massachusetts, Inc.
- 3.203 Articles of Organization of Sarasota Ltac Properties, LLC
- 3.205 Certificate of Incorporation of Sca-roseland, Inc.
- 3.206 Bylaws of Sca-roseland, Inc.
- 3.207 Charter of Sca-dalton, Inc.
- 3.208 Bylaws of Sca-dalton, Inc.
- 3.209 Charter of Sca-shelby Development Corp.
- 3.210 Bylaws of Sca-shelby Development Corp.
- 3.211 Certificate of Incorporation of Selectrehab, Inc.
- 3.212 Amended and Restated Bylaws of Selectrehab, Inc.
- 3.213 Certificate of Incorporation of Sherwood Rehabilitation Hospital, Inc.
- 3.214 Bylaws of Sherwood Rehabilitation Hospital, Inc.
- 3.215 Articles of Incorporation of Southeast Texas Rehabilitation Hospital, Inc.
- 3.216 Bylaws of Southeast Texas Rehabilitation Hospital, Inc.
- 3.217 Certificate of Limited Partnership of Southern Arizona Regional Rehab Hospital
- 3.218 Agreement of LTD. Partnership of Southern Arizona Regional Rehab Hospital, L.P.
- 3.219 Certificate of Incorporation of Surgery Center Holding Corporatin
- 3.220 Bylaws of Surgery Center Holding Corporation
- 3.221 Restated Certificate of Incorporation of Surgical Care Affiliates, Inc.
- 3.222 Bylaws of Surgical Care Affiliates, Inc.
- 3.223 Restated Certificate of Incorporation of Surgical Health Corporation
- 3.224 Bylaws of Surgical Health Corporation
- 3.225 Certificate of Incorporation of Surgicare of Huntsville, Inc.
- 3.226 Bylaws of Surgicare of Huntsville, Inc.
- 3.227 Articles of Incorporation of Surgicare of Laguna Hills, Inc.
- 3.228 Bylaws of Surgicare of Laguna Hills, Inc.
- 3.229 Articles of Incorporation of Tarrant County Rehabilitation Hospital, Inc.
- 3.230 Bylaws of Tarrant County Rehabilitation Hospital, Inc
- 3.231 Certificate of Limited Partnership of Terre Haunte
- 3.232 Agreement of Limited Partnership of Terre Haute Regional Rehab Hospital, L.P.
- 3.233 Certificate of Incorporation of Terre Haute Rehab Hospital, Inc.
- 3.234 Bylaws of Terre Haute Rehabilitation, Inc.
- 3.235 Articles of Incorporation of Tyler Rehabililitation Hospital, Inc.
- 3.236 Bylaws of Tyler Rehabilitation Hospital, Inc.
- 3.237 Certificate of Limited Partnership of Western Medical Rehab Associates, L.P.
- 3.239 Certificate of Incorporation of Western Neuro Care, Inc.
- 3.240 Bylaws of Western Neuro Care, Inc.
- 23.1 Consent of Pricewaterhousecoopers LLP
- 25.1 Form T-1 Statement of Eligibility of the Bank of Nova Scotia Trust
- 99.1 Form of Letter of Transmittal
- 99.2 Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Others
- 99.3 Form of Letter to Clients
- COVER Cover
Exhibit 3.169
ARTICLES OF INCORPORATION
OF
MAGNETIC RESONANCE IMAGING OF BREVARD, INC.
The undersigned incorporator, being a natural person competent to contract, hereby adopts these Articles of Incorporation in order to form a corporation under the laws of the State of Florida.
ARTICLE I
The name of this Corporation is Magnetic Resonance Imaging of Brevard, Inc.
ARTICLE II
This Corporation shall commence upon the execution of these Articles and shall exist perpetually.
ARTICLE III
The purpose of this Corporation is to engage in any business lawful under the laws of the State of Florida and the United States.
ARTICLE IV
This Corporation is authorized to issue Ten Thousand (10,000) shares of $1.00 par value, common stock. The rights attendant to all such shares, once issued, shall be identical in all respects.
The shares of this Corporation are not to be divided into classes.
This Corporation is not authorized to issue shares in series or in less than whole shares.
ARTICLE V
Every Shareholder, upon the issuance of any new stock of this Corporation, shall have the right to purchase his or her pro-rata share thereof (as nearly as can be done without issuing fractional shares), at the price at which it is offered to others.
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ARTICLE VI
The initial street and mailing address of the principal place of business of the Corporation is 609 Atlantic Street, Melbourne Beach, Florida 32951. The initial address in Florida of the initial registered office of this Corporation is 930 S. Harbor City Boulevard, Suite 505, Melbourne, Florida 32901, and the name of the initial registered agent of this Corporation at that address is J. Patrick Anderson.
ARTICLE VII
The initial Board of Directors shall consist of one (1) Director initially. The number of Directors may be either increased or diminished from time to time by the Shareholders, but shall never be less than one. The name and address of the person who shall serve as Director until the first annual meeting of the Shareholders, or until a successor has been elected and qualified, is as follows:
Marc D. Shapiro
609 Atlantic Street
Melbourne Beach, FL 32951
ARTICLE VIII
The Shareholders of this Corporation shall adopt By-Laws which shall contain provisions for the management of the business and the regulation of the affairs of the Corporation that are not inconsistent with the Articles or the laws of the State of Florida.
ARTICLE IX
The name and address of the initial incorporator is as follows: J. Patrick Anderson, 930 S. Harbor City Boulevard, Suite 505, Melbourne, Florida 32901.
ARTICLE X
The Board of Directors shall have the power to amend or supplement these Articles of Incorporation when approved by a majority vote of the Shareholders.
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IN WITNESS WHEREOF, the undersigned has made and subscribed to these Articles of Incorporation in Melbourne, Brevard County, Florida, this 12th day of June, 1996.
/s/ J. Patrick Anderson |
J. Patrick Anderson |
I hereby declare that I am familiar with and accept the duties and responsibilities as registered agent for said corporation.
/s/ J. Patrick Anderson |
J. Patrick Anderson |
Registered Agent |
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STATE OF FLORIDA
COUNTY OF BREVARD
I HEREBY CERTIFY that on this day, before me, an officer duly authorized in the State and County aforesaid, to take acknowledgments, personally appeared, J. Patrick Anderson, who is personally known to me and who executed the foregoing Articles of Incorporation and he acknowledged before me that he executed and subscribed to these Articles of Incorporation.
WITNESS my hand and official seal in the County and State aforesaid this 12th day of June, 1996.
/s/ Sandra L. Debbert |
Sandra L. Debbert |
Notary Public |
State of Florida at Large |
My Commission Expires:
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ARTICLES OF AMENDMENT
OF THE ARTICLES OF INCORPORATION
OF
MAGNETIC RESONANCE IMAGING OF BREVARD, INC.
Pursuant to the provisions of Chapter 607, Florida Statutes, and its Articles of Incorporation, the undersigned corporation adopts the following Amendment to its Articles of Incorporation, as originally tiled with the Secretary of State of the State of Florida.
I. The name of the Corporation is MAGNETIC RESONANCE IMAGING OF BREVARD, INC.
II. Article I of the Articles of Incorporation are hereby amended to read as follows.
“ARTICLE I – NAME
The name of this corporation is NEURO IMAGING INSTITUTE, INC.”
III. This amendment does not provide for an exchange, reclassification or cancellation of issued shares.
IV. This Amendment was adopted on the 29th day of July, 1996.
V. The number of votes cast for the approval of the amendment by the shareholders was sufficient for approval. The corporation has only one class of stock.
IN WITNESS WHEREOF, the undersigned has executed these articles of amendment on the 29th day of July, 1996.
MAGNETIC RESONANCE IMAGING OF BREVARD, INC. | ||
By: | /s/ Marc D. Shapiro | |
Marc D. Shapiro, M.D., President |
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