Exhibit 3.47
ARTICLES OF INCORPORATION
of
SYCAMORE PARK CONVALESCENT HOSPITAL
We, the undersigned, hereby associate ourselves for the purpose of
forming a corporation under the laws of the State of California and we certify
the following:
I
The name of the corporation shall be:
SYCAMORE PARK CONVALESCENT HOSPITAL
II
The purpose for which this corporation are formed are as follows:
1. The specific business in which the corporation proposes primarily and
initially to engage is the ownership and operation of a convalescent and nursing
hospital.
2. The additional purposes for which the corporation is formed are:
(a) To engage in any one or more other businesses or transactions
which the Board of Directors of the corporation may from time to time authorize
or approve, whether related or unrelated to the business described in
Subparagraph 1 above or to any other business then or theretofore done by this
corporation.
(b) To exercise any and all rights and powers which a corporation may
now or hereafter exercise.
(c) To act as principal, agent, joint venturer, partner or in any
other capacity which may be
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authorized or approved by the Board of Directors of this corporation.
(d) To transact business in the State of California or in any other
jurisdiction of the United States of America, or elsewhere in the world.
The foregoing statement of purposes shall be construed as a statement
of both purposes and powers, and the purposes and powers in each clause shall,
except where otherwise expressed, be in no wise limited or restricted by
reference to or inference from the terms or provisions of any other clause but
shall be regarded as independent purposes and powers.
III
The principal office for the transaction of the business of the
corporation is to be located in the County of Los Angeles, State of California.
IV
The corporation is authorized to issue one class of stock, to wit:
common stock. The total number of shares which the corporation is authorized to
issue is 250 shares. The par value of each share is $100.00 and the aggregate
par value of such shares is $25,000.00.
V
The number of its directors shall be five. The names and addresses of
the persons who are appointed to act as the first directors are as follows:
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NAME ADDRESS
---- -------
CHARLES D. SILVERBERG 3605 Valley Meadow Road
Sherman Oaks, California
GARY L. ZIMMERMAN 7331 Cleargrove Drive
Downey, California
IRENE A. IRWIN 1921 North Edgemont Street
Los Angeles, California
REBECCA COOPER 506 North Flores Street
Los Angeles 48, California
CAROLINA JUAREZ 2924 Acresite Street
Los Angeles 39, California
IN WITNESS WHEREOF, we do execute these Articles of Incorporation and
have hereunto set our hands this 10th day of August, 1965.
/s/ Charles D. Silverberg
--------------------------------
CHARLES D. SILVERBERG
/s/ Gary L. Zimmerman
--------------------------------
GARY L. ZIMMERMAN
/s/ Irene A. Irwin
--------------------------------
IRENE A. IRWIN
/s/ Rebecca Cooper
--------------------------------
REBECCA COOPER
/s/ Carolina Juarez
--------------------------------
CAROLINA JUAREZ
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STATE OF CALIFORNIA )
) ss.
COUNTY OF LOS ANGELES )
On this 10th day of August, 1965, before me, the undersigned, a
Notary Public in and for said County and State, personally appeared Charles D.
Silverberg, Gary L. Zimmerman, Irene A. Irwin, Rebecca Cooper, and Carolina
Juarez, known to me to be the persons whose names are subscribed to the
foregoing Articles of Incorporation as incorporators, and who are also named
therein as directors, and each duly acknowledged to me that he executed the
same.
WITNESS my hand and official seal.
/s/ Rose De Jack
---------------------------------
ROSE DeJACK, Notary Public in
and for said County and State.
ROSE DeJACK
My Commission Expires:_______________
A495741
CERTIFICATE OF AMENDMENT FILED
In the office of the
OF Secretary of the State
of California
ARTICLES OF INCORPORATION
August 11, 1997
/s/ Bill Jones
BILL JONES,SECRETARY OF STATE
The undersigned, Robert Snukal and Sheila Snukal, hereby
certify that:
1. They are the President and Secretary, respectively, of
Sycamore Park Convalescent Hospital, a California corporation (the
"Corporation").
2. Article IV of the Articles of Incorporation of this
Corporation is amended and restated to read in its entirety as follows:
"The corporation is authorized to issue one class of capital
stock, to wit: common stock. The total number of shares which
the corporation is authorized to issue is 625. The par value
of each such share is $100.00, and the aggregate value of
such shares is $62,500.00."
3. The foregoing amendment of the Articles of Incorporation has
been duly approved by the Board of Directors.
4. The foregoing amendment of the Articles of Incorporation has
been duly approved by the required vote of shareholders in accordance with
Section 902 of the California Corporations Code. The total number of outstanding
shares of the Corporation entitled to vote thereon is 250. The number of shares
voting in favor of the amendment equaled or exceeded the vote required. The
percentage vote required was greater than 50%.
We further declare under penalty of perjury under the laws of
the State of California that the matters set forth in this Certificate are true
and correct of our own knowledge.
DATED: August 8th, 1997
---------------------------
Robert Snukal
President
---------------------------
Sheila Snukal
Secretary
[SEAL OF THE SECRETARY
OF STATE APPEARS HERE]