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- S-4 Registration of securities issued in business combination transactions
- 3.4 Aiken Regional Medical Centers, Inc. Articles of Incorporation
- 3.5 Bylaws of Aiken Regional Medical Centers, Inc.
- 3.6 Alliance Health Center, Inc. Articles of Incorporation and Amendments
- 3.7 Amended and Restated Bylaws of Alliance Health Center, Inc.
- 3.8 Alternative Behavorial Services, Inc. Articles of Incorporation and Amendments
- 3.9 Amended and Restated Bylaws of Alternative Behavorial Services, Inc.
- 3.10 Associated Child Care Educational Services Inc. Articles of Incorporation
- 3.11 Amended and Restated Bylaws of Associated Child Care Educational Services Inc.
- 3.12 Atlantic Shores Hospital, LLC Certificate of Formation and Amendments
- 3.13 Atlantic Shores Hospital, LLC Amended and Restated Operating Agreement
- 3.14 Auburn Regional Medical Center, Inc. Articles of Incorporation and Amendments
- 3.15 Bylaws of Auburn Regional Medical Center, Inc.
- 3.16 Behavorial Healthcare LLC Certificate of Formation and Amendments
- 3.17 Behavorial Healthcare LLC Amended and Restated Operating Agt
- 3.18 Benchmark Behavioral Health System, Inc. Articles of Incorporation and Amendment
- 3.19 Amended and Restated Bylaws of Benchmark Behavioral Health System, Inc.
- 3.20 BHC Alhambra Hospital, Inc. Charter.
- 3.21 Amended and Restated Bylaws of BHC Alhambra Hospital, Inc.
- 3.22 BHC Belmont Pines Hospital, Inc. Charter
- 3.23 Amended and Restated Bylaws of BHC Belmont Pines Hospital, Inc.
- 3.24 BHC Fairfax Hospital, Inc. Charter
- 3.25 Amended and Restated Bylaws of BHC Fairfax Hospital, Inc.
- 3.26 BHC Fox Run Hospital, Inc. Charter
- 3.27 Amended and Restated Bylaws of BHC Fox Run Hospital, Inc.
- 3.28 BHC Fremont Hospital, Inc. Charter
- 3.29 Amended and Restated Bylaws of BHC Fremont Hospital, Inc.
- 3.30 BHC Health Services of Nevada, Inc. Articles of Incorporation
- 3.31 Amended and Restated Bylaws of BHC Health Services of Nevada, Inc.
- 3.32 BHC Heritage Oaks Hospital, Inc. Charter
- 3.33 Amended and Restated Bylaws of BHC Heritage Oaks Hospital, Inc.
- 3.34 BHC Holdings, Inc. Certificate of Incorporation and Amendments
- 3.35 Amended and Restated Bylaws of BHC Holdings, Inc.
- 3.36 BHC Intermountain Hospital, Inc. Charter.
- 3.37 Amended and Restated Bylaws of BHC Intermountain Hospital, Inc.
- 3.38 BHC Mesilla Valley Hospital, LLC Certiifcate of Formation and Amendments
- 3.39 BHC Mesilla Valley Hospital, LLC Amended and Restated Operating Agreement
- 3.40 BHC Montevista Hospital, Inc. Articles of Incorporation and Amendments
- 3.41 Amended and Restated Bylaws of BHC Montevista Hospital, Inc.
- 3.42 BHC Northwest Psychiatric Hospital, LLC Certificate of Formation and Amendments
- 3.43 BHC Northwest Psychiatric Hospital, LLC Amended and Restated Operating Agreement
- 3.44 BHC of Indiana, General Partnership Amended and Restated Agt
- 3.45 BHC Pinnacle Pointe Hospital, Inc. Charter
- 3.46 Amended and Restated Bylaws of BHC Pinnacle Pointe Hospital, Inc.
- 3.47 BHC Properties, LLC Certificate of Formation
- 3.48 BHC Properties, LLC Amended and Restated Operating Agt
- 3.49 BHC Sierra Vista Hospital, Inc. Charter
- 3.50 Amended and Restated Bylaws of BHC Sierra Vista Hospital, Inc.
- 3.51 BHC Streamwood Hospital, Inc. Charter
- 3.52 Amended and Restated Bylaws of BHC Streamwood Hospital, Inc.
- 3.53 Brentwood Acqisition, Inc. Charter
- 3.54 Amended and Restated Bylaws of Brentwood Acquisition, Inc.
- 3.55 Brentwood Acquisition-shreveport, Inc. Certificate of Incorporation
- 3.56 Amended and Restated Bylaws of Brentwood Acquisition-shreveport, Inc.
- 3.57 Brynn Marr Hospital, Inc. Articles of Incorporation and Amendments
- 3.58 Amended and Restated Bylaws of Brynn Marr Hospital, Inc.
- 3.59 Canyon Ridge Hospital, Inc. Articles of Incorporation
- 3.60 Amended and Restated Bylaws of Canyon Ridge Hospital, Inc.
- 3.61 Ccs/lansing, Inc. Articles of Incorporation
- 3.62 Amended and Restated Bylaws of Ccs/lansing, Inc.
- 3.63 Cedar Springs Hospital Inc Certificate of Incorporation and Amendments
- 3.64 Amended and Restated Bylaws of Cedar Springs Hospital, Inc.
- 3.65 Children's Comprehensive Services Inc Restated Charter and Amendments
- 3.66 Bylaws of Children's Comprehensive Services, Inc.
- 3.67 Columbus Hospital Partners LLC Certificate of Formation
- 3.68 Columbus Hospital Partners LLC Amended and Restated Operating Agt
- 3.69 Cumberland Hospital Partners LLC Articles of Organization and Amendments
- 3.70 Cumberland Hospital Partners LLC Amended and Restated Operating Agt
- 3.71 Cumberland Hospital LLC Certificate of Formation and Amendments
- 3.72 Cumberland Hospital LLC Amended and Restated Operating Agt
- 3.73 Amended and Restated Del Amo Hospital, Inc. Articles of Incorporation
- 3.74 Amended and Restated Bylaws of Del Amo Hospital, Inc.
- 3.75 Emerald Coast Behavioral Hospital, LLC Certificate of Formation
- 3.76 Emerald Coast Behavioral Hospital, LLC Amended and Restated Operating Agreement
- 3.77 First Hospital Corporation of Virginia Beach Articles of Incorporation
- 3.78 Amended and Restated Bylaws of First Hospital Corporation of Virginia Beach
- 3.79 First Hospital Panamericano, Inc. Certificate of Incorporation and Amendments
- 3.80 Amended and Restated Bylaws of First Hospital Panamericano, Inc.
- 3.81 Fort Duncan Medical Center, L.P. Certificate of Limited Partnership
- 3.82 Agreement of Limited Partnership of Fort Duncan Medical Center, L.P.
- 3.83 Frontline Behavioral Health, Inc. Certificate of Incorporation and Amendments TH
- 3.84 Bylaws of Frontline Behavioral Health, Inc.
- 3.85 Frontline Hospital, LLC Amended and Restated Certificate of Formation
- 3.86 Frontline Hospital, LLC Amended and Restated Operating Agreement.
- 3.87 Frontline Residential Treatment Center, LLC Amended and Restated Certificate
- 3.88 Frontline Residential Treatment Center, LLC Amended and Restated Operating
- 3.89 Great Plains Hospital, Inc. Articles of Incorporation
- 3.90 Amended and Restated Bylaws of Great Plains Hospital, Inc
- 3.91 H.C. Corporation Articles of Incorporation
- 3.92 Amended and Restated Bylaws of H.C. Corporation
- 3.93 Agreement of General Partnership of H.C. Partnership
- 3.94 Havenwyck Hospital, Inc. Articles of Incorporation and Amendments Thereto
- 3.95 Amended and Restated Bylaws of Havenwyck Hospital, Inc.
- 3.96 HHC Augusta, Inc. Articles of Incorporation
- 3.97 Amended and Restated Bylaws of HHC Augusta, Inc
- 3.98 HHC Conway Investment, Inc. Articles of Incorporation
- 3.99 Amended and Restated Bylaws of HHC Conway Investment, Inc
- 3.100 HHC Delaware, Inc. Certificate of Incorporation
- 3.101 Amended and Restated Bylaws of HHC Delaware, Inc
- 3.102 HHC Focus Florida, Inc. Articles of Incorporation and Amendments Thereto.
- 3.103 Amended and Restated Bylaws of HHC Focus Florida, Inc
- 3.104 HHC Pennsylvania, LLC Certificate of Formation.
- 3.105 HHC Pennsylvania, LLC Amended and Restated Operating Agreement.
- 3.106 HHC Poplar Springs, Inc. Articles of Incorporation
- 3.107 Amended and Restated Bylaws of HHC Poplar Springs, Inc
- 3.108 HHC River Park, Inc. Articles of Incorporation
- 3.109 Amended and Restated Bylaws of HHC River Park, Inc.
- 3.110 HHC ST. Simons, Inc. Articles of Incorporation.
- 3.111 Amended and Restated Bylaws of HHC ST. Simons, Inc
- 3.112 Hickory Trail Hospital, L.P. Certificate of Limited Partnership
- 3.113 Amended and Restated Agreement of Limited Partnership of Hickory Trail Hospital,
- 3.114 Holly Hill Hospital, LLC Certificate of Formation.
- 3.115 Holly Hill Hospital, LLC Amended and Restated Operating Agreement
- 3.116 Horizon Health Corporation Amended and Restated Certificate of Incorporation
- 3.117 Amended and Restated Bylaws of Horizon Health Corporation.
- 3.118 Horizon Health Hospital Services, LLC Certificate of Formation
- 3.119 Horizon Health Hospital Services, LLC Amended and Restated Operating Agreement
- 3.120 Horizon Mental Health Management, LLC Certificate of Formation
- 3.121 Horizon Mental Health Management, LLC Amended and Restated Operating Agreement.
- 3.122 Hsa Hill Crest Corporation Articles of Incorporation and Amendments Thereto.
- 3.123 Amended and Restated Bylaws of Hsa Hill Crest Corporation
- 3.124 Keys Group Holdings LLC Certificate of Formation and Amendments Thereto
- 3.125 Keys Group Holdings LLC Amended and Restated Operating Agreement.
- 3.126 Keystone Continuum, LLC Articles of Organization and Amendments Thereto
- 3.127 Keystone Continuum, LLC Amended and Restated Operating Agreement
- 3.128 Keystone Education and Youth Services, LLC Articles of Organization and Amendmen
- 3.129 Keystone Education and Youth Services, LLC Amended and Restated Operating
- 3.130 Keystone Marion, LLC Articles of Organization
- 3.131 Keystone Marion, LLC Amended and Restated Operating Agreement
- 3.132 Keystone Newport News, LLC Articles of Organization.
- 3.133 Keystone Newport News, LLC Amended and Restated Operating Agreement
- 3.134 Keystone NPS LLC Articles of Organization and Amendments Thereto
- 3.135 Keystone NPS LLC Amended and Restated Operating Agreement
- 3.136 Keystone Richland Center, LLC Articles of Organization
- 3.137 Keystone Richland Center, LLC Amended and Restated Operating Agreement
- 3.138 Keystone WSNC, L.L.C. Articles of Organization
- 3.139 Keystone WSNC, L.L.C. Amended and Restated Operating Agreement
- 3.140 Keystone Memphis, LLC Articles of Organization and Amendments Thereto
- 3.141 Keystone Memphis, LLC Amended and Restated Operating Agreement
- 3.142 Keystone / CCS Partners LLC Certificate of Formation and Amendments Thereto
- 3.143 Keystone / CCS Partners LLC Amended and Restated Operating Agreement
- 3.144 Kids Behavioral Health of Utah, Inc. Articles of Incorporation and Amendments TH
- 3.145 Amended and Restated Bylaws of Kids Behavioral Health of Utah, Inc.
- 3.146 Kingwood Pines Hospital, LLC Articles of Incorporation and Amendments Thereto
- 3.147 Kingwood Pines Hospital, LLC Amended and Restated Operating Agreement
- 3.148 Kmi Acquisition, LLC Certificate of Formation
- 3.149 Kmi Acquisition, LLC Amended and Restated Operating Agreement
- 5.1 Opinion of Fulbright & Jaworski LLP
- 5.2 Opinion of Matthew D. Klein, VP and General Counsel of Uhs.
- 12.1 Statement of Computation of Ratio of Earnings to Fixed Charges
- 23.1 Consent of Pricewaterhousecoopers LLP
- 23.4 Consent of Ernst & Young LLP
- 25.1 Form T-1 Statement of Eligibility
- 99.1 Form of Letter of Transmittal
- 99.2 Form of Notice of Guaranteed Delivery
- 99.3 Form of Letter to DTC Participants
- 99.4 Form of Letter to Beneficial Holders
- 8 Apr 11 Registration of securities issued in business combination transactions (amended)
- 4 Apr 11 Registration of securities issued in business combination transactions (amended)
- 4 Apr 11 Registration of securities issued in business combination transactions (amended)
- 1 Apr 11 Registration of securities issued in business combination transactions
Exhibit 3.146
Form 205
Filed in the Office of the Secretary of State of Texas
Filing #: 800445612 01/27/2005
Document #: 80803040002
Image Generated Electronically for Web Filing
Secretary of State
P.O. Box 13697
Austin, TX 78711-3697
FAX: 512/463-5709
Filing Fee: $200
THE STATE OF TEXAS
Articles of Organization
Pursuant to Article
1528n, Texas Limited
Liability Company Act
Article 1 - Name
The name of the limited liability company is as set forth below:
Kingwood Pines Hospital, LLC
The name of the entity must contain the words “Limited Liability Company” or “Limited Company,” or an accepted abbreviation of such terms. The name must not be the same as, deceptively similar to or similar to that of an existing corporate, limited liability company, or limited partnership name on file with the secretary of state. A preliminary check for the “name availability” is recommended.
Article 2 - Registered Agent and Registered Office (Select and complete either A or B and complete C)
¨A. The initial registered agent is an organization (cannot be company named above) by the name of:
OR
þB. The initial registered agent is an individual resident of the state whose name is set forth below:
Name:
Jerry G Browder
C. The business address of the registered agent and the registered office address is:
Street Address:
504 Seville Road, Ste 201 Denton TX 76205
Article 3 - Management (Complete items A or B)
¨A. The limited liability company is to be managed by managers.
OR
þB. The limited liability company will not have managers. Management of the company is reserved to the members.
The names and addresses of the initial members are set forth below:
Managing Member 1:
Jerry G Browder
Title: Managing Member
Street Address:
504 Seville Road, Ste 201 Denton TX, USA 76205
Article 4 - Duration
The period of duration is perpetual.
Article 5 - Purpose
The purpose for which the company is organized is for the transaction of any and all lawful business for which limited liability companies may be organized.
Supplemental Provisions / Information
[The attached addendum, if any, is incorporated herein by reference.]
Organizer
The name and address of the organizer is set forth below.
John R. Boyer, Jr. Nine Greenway Plaza, Suite 3100, Houston, Texas 77046
Effective Date of Filing
þA. This document will become effective when the document is filed by the secretary of state.
OR
¨B. This document will become effective at a later date, which is not more than ninety (90) days from the date of its filing by the secretary of state. The delayed effective date is:
Name Reservation Document Number
EXECUTION
The undersigned organizer signs these articles of organization subject to the penalties imposed by law for the submission of a false or fraudulent document.
John R. Boyer, Jr.
Signature of Organizer
FILING OFFICE COPY
Form 404
(revised 9/05)
This space reserved for office use.
Return in duplicate to:
Secretary of State
P.O. Box 13697
Austin, TX 78711-3697
512 463-5555
FAX: 512/463-5709
Filing Fee: $150
THE STATE OF TEXAS
Articles of Amendment
Pursuant to Article 4.04,
Texas Business
Corporation Act
FILED in the Office of the Secretary of State of Texas
DEC 30 2006
Corporations Section
Article 1 –Name
The name of the corporation is as set forth below:
Kingwood Pines Hospital, LLC
State the name of the entity as it is currently shown in the records of the secretary of state. If the amendment changes the name of the entity, state the old name and not the new name in Article 1.
The filing number issued to the corporation by the secretary of state is: 800445612
Article 2—Amended Name
(If the purpose of the articles of amendment is to change the name of the corporation, then use the following statement)
The amendment changes the articles of incorporation to change the article that names the corporation. The article in the Articles of Incorporation is amended to read as follows:
The name of the corporation is (state the new name of the corporation below)
The name of the entity must contain an organizational designation or accepted abbreviation of such term. The name must not be the same as, deceptively similar to, or similar to that of an existing corporate, limited liability company, or limited partnership name on file with the secretary of state. A preliminary check for “name availability” is recommended.
Article 3 –Amendment to Registered Agent/Registered Office
The amendment changes the articles of incorporation to change the article stating the registered agent and the registered office address of the corporation. The article is amended to read as follows:
Registered Agent of the Corporation
(Complete either A or B, but not both. Also complete C.)
¨ A. The registered agent is an organization (cannot be corporation named above) by the name of:
OR
¨ B. The registered agent is an individual resident of the state whose name is set forth below.
First Name MI Last Name Suffix
Registered Office of the Corporation (Cannot be a P.O. Box.)
C. The business address of the registered agent and the registered office address is:
Street Address City State Zip Code
TX
Form 404
4
Article 4 – Other Altered, Added, or Deleted Provisions
Other changes or additions to the articles of incorporation may be made in the space provided below. If the space provided is insufficient to meet your needs, you may incorporate the additional text by providing an attachment to this form. Please read the instructions to this form for further information on format.
Text Area (The attached addendum, if any, is incorporated herein by reference.)
The amendment changes the articles of incorporation to change the article stating the street address of Management of the corporation, under Article 3. The article is amended to read as follows:
Street Address:
2941 South Lake Vista Drive, Lewisville, Texas, USA 75067.
Article 5—Statement of Approval
The amendments to the articles of incorporation have been approved in the manner required by the Texas Business Corporation Act and by the constituent documents of the corporation.
Effectiveness of Filing
A.x This document will become effective when the document is filed by the secretary of state.
OR
B.¨ This document will become effective at a later date, which is not more than ninety (90) days from the date of its filing by the secretary of state. The delayed effective date is
Execution
The undersigned signs this document subject to the penalties imposed by law for the submission of a false or fraudulent document.
12-1-06
Date
By: Horizon Health Hospital Services, Inc.
Sole Member
Signature of Authorized Officer
David K. Meyercord
Executive VP & Secretary
Form 404
5