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- S-4 Registration of securities issued in business combination transactions
- 3.4 Certificate of Formation As Amended
- 3.5 Amended and Restated LTD Liability Company Agreement
- 3.6 Articles of Organization As Amended
- 3.7 Amended and Restated Operating Agreement
- 3.8 Certificate of Formation As Amended
- 3.9 Amended and Restated LTD Liability Company Agreement
- 3.10 Certificate of Formation As Amended
- 3.11 Amended and Restated LTD Liability Company Agreement
- 3.12 Articles of Organization
- 3.13 Operating Agreement
- 3.14 Articles of Organization
- 3.15 Operating Agreement
- 3.16 Articles of Organization
- 3.17 Operating Agreement
- 3.18 Articles of Organization
- 3.19 Operating Agreement
- 3.20 Articles of Organization
- 3.21 Operating Agreement
- 3.22 Articles of Organization
- 3.23 Operating Agreement
- 3.24 Articles of Organization
- 3.25 Operating Agreement
- 3.26 Articles of Organization
- 3.27 Operating Agreement
- 3.28 Certificate of Organization As Amended
- 3.29 Second Amended and Restated Operating Agreement
- 3.30 Certificate of Formation
- 3.31 Limited Liability Company Agreement
- 3.32 Certificate of Limited Partnership
- 3.33 Limited Partnership Agreement
- 3.34 Certificate of Formation
- 3.35 Limited Liability Company Agreement
- 3.36 Certificate of Formation
- 3.37 Limited Liability Company Agreement
- 3.38 Articles of Organization As Amended
- 3.39 Amended and Restated Operating Agreement
- 3.40 Articles of Organization As Amended
- 3.41 Amended and Restated Operating Agreement
- 3.42 Certificate of Formation As Amended
- 3.43 Amended and Restated LTD Liability Company Agreement
- 3.44 Certificate of Formation
- 3.45 Limited Liability Company Agreement
- 3.46 Articles of Organization
- 3.47 Operating Agreement
- 3.48 Articles of Organization As Amended
- 3.49 Amended and Restated Operating Agreement
- 3.50 Certificate of Formation
- 3.51 Limited Liability Company Agreement
- 3.52 Certificate of Formation
- 3.53 Operating Agreement
- 3.54 Articles of Organization As Amended
- 3.55 Amended and Restated Operating Agreement
- 3.56 Certificate of Formation
- 3.57 Limited Liability Company Agreement
- 3.58 Articles of Organization As Amended
- 3.59 Amended and Restated Operating Agreement
- 3.60 Articles of Incorporation As Amended
- 3.61 Amended and Restated By-laws
- 3.62 Certificate of Formation As Amended
- 3.63 Amended and Restated Operating Company Agreement
- 3.64 Articles of Organization As Amended
- 3.65 Amended and Restated Operating Agreement
- 3.66 Articles of Organization As Amended
- 3.67 Amended and Restated Operating Agreement
- 3.68 Articles of Organization As Amended
- 3.69 Amended and Restated Operating Agreement
- 3.70 Certificate of Limited Partnership As Amended
- 3.71 Agreement of Limited Partnership
- 3.72 Certificate of Formation As Amended
- 3.73 Amended and Restated LTD Liability Company Agreement
- 3.74 Articles of Organization
- 3.75 Operating Agreement
- 3.76 Certificate of Formation As Amended
- 3.77 Limited Liability Company Agreement
- 3.78 Certificate of Formation
- 3.79 Limited Liability Company Agreement
- 3.80 Certificate of Formation
- 3.81 Limited Liability Company Agreement
- 3.82 Articles of Organization As Amended
- 3.83 Amended and Restated Operating Agreement
- 3.84 Articles of Organization As Amended
- 3.85 Amended and Restated Operating Agreement
- 3.86 Articles of Organization As Amended
- 3.87 Second Amended and Restated Operating Agreement
- 3.88 Articles of Organization As Amended
- 3.89 Amended and Restated Operating Agreement
- 3.90 Articles of Organization As Amended
- 3.91 Amended and Restated Operating Agreement
- 3.92 Certificate of Formation As Amended
- 3.93 Amended and Restated LTD Liability Company Agreement
- 3.94 Articles of Organization
- 3.95 Operating Agreement
- 3.96 Certificate of Formation As Amended
- 3.97 Limited Liability Company Agreement
- 3.98 Articles of Organization As Amended
- 3.99 Amended and Restated Operating Agreement
- 3.100 Articles of Organization As Amended
- 3.101 Amended and Restated Operating Agreement
- 3.102 Certificate of Formation
- 3.103 Limited Liability Company Agreement
- 3.104 Certificate of Formation
- 3.105 Limited Liability Company Agreement
- 3.106 Articles of Organizaton As Amended
- 3.107 Amended and Restated Operating Agreement
- 3.108 Articles of Organization As Amended
- 3.109 Amended and Restated Operating Agreement
- 3.110 Articles of Organization As Amended
- 3.111 Amended and Restated Operating Agreement
- 3.112 Certificate of Formation As Amended
- 3.113 Second Amended and Restated Operating Agreement
- 4.14 Supplemental Indenture
- 4.15 Second Supplemental Indenture
- 4.16 Third Supplemental Indenture
- 4.17 Acknowledgment and Release
- 5.1 Opinion
- 5.2 Opinion
- 5.3 Opinion
- 5.4 Opinion
- 5.5 Opinion
- 5.6 Opinion
- 5.7 Opinion
- 5.8 Opinion
- 5.9 Opinion
- 5.10 Opinion
- 5.11 Opinion
- 12.1 Ratio of Earnings to Fixed Charges
- 21.1 Subsidiaries of the Registrant
- 23.1 Consent of Independent Registered Public Accounting Firm
- 25.1 Statement of Eligibility Under the Trust Indenture Act of 1939
- 99.1 Form of Letter of Transmittal
- 99.2 Notice of Guarantee
- 99.3 Form of Participants Letter
- 99.4 Form of Beneficial Holders Letter
Exhibit 3.64
File Number: LC0961833 Date Filed: 04/14/2009 Robin Carnahan Secretary of State |
MISSOURI ARTICLES
OF ORGANIZATION
Pursuant to the Missouri Limited Liability Company Act, the undersigned certify the following, that:
1. | The name of the limited liability company is:Kennett HMA, LLC. |
2. | The purpose for which the limited liability company is organized is: to engage in any lawful business purpose. |
3. | The name and address of the limited liability company’s registered agent in Missouri is: |
CT CORPORATION SYSTEM
120 South Central Avenue
Clayton, MO 63105.
4. | The management of the limited liability company is vested in the manager of the company: |
Hospital Management Associates, Inc.
5811 Pelican Bay Blvd., Suite 500
Naples, FL 34108.
5. | The limited liability company shall continue until dissolved in accordance with the terms of these Articles or by operation of law. |
6. | The name and street address of the organizer is: |
Timothy R. Parry
5811 Pelican Bay Blvd., Suite 500
Naples, FL 34108.
7. | The effective date of this document is the date it is filed by the secretary of state. |
In affirmation thereof, the facts stated above are true:
/s/ Timothy R. Parry, 4-9-09 | ||
Timothy R. Parry, Incorporator |
File Number: LC0961833 Date Filed: 04/21/2009 Robin Carnahan Secretary of State |
NOTICE OF MERGER
OF LIMITED LIABILITY COMPANY
Pursuant to the Missouri Limited Liability Company Act, the undersigned certify the following, that:
1. | The name and jurisdiction of organization of each limited liability company which is to merge is: |
(1)Kennett HMA, LLC, a Missouri limited liability company
(2)Kennett HMA, LLC, a Delaware limited liability company.
2. | The surviving entity and the jurisdiction of its organization or formation is: |
Kennett HMA, LLC, a Missouri limited liability company.
3. | This merger was authorized and approved by the members of each party to the merger in accordance with the laws of the jurisdiction where it was organized or formed. |
4. | The articles of organization of the surviving Missouri limited liability company are not amended as a result of the merger. |
5. | The executed agreement of merger is on file at the principal place of business of the surviving limited liability company, the address of which is: Health Management Associates, Inc., Pelican Bay Boulevard, Suite 500, Naples, FL 34108. |
6. | A copy of the agreement of merger will be furnished by the surviving entity, on request and without cost, to any member or owner of any entity that is a party to the merger. |
7. | The effective date of this document is the date it is filed by the secretary of state. |
In affirmation thereof, the facts stated above are true this 17th day of April, 2009:
Kennett HMA, LLC a Missouri limited liability company | ||
By: | /s/ Timothy R. Parry | |
Timothy R. Parry Senior Vice President |
Kennett HMA, LLC a Delaware limited liability company | ||
By: | /s/ Timothy R. Parry | |
Timothy R. Parry Senior Vice President |