EXHIBIT 3.24
ARTICLES OF AMENDMENT TO THE
ARTICLES OF INCORPORATION OF
AMISUB (HILL CREST), INC.
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Pursuant to the provisions of Section 10-2A-113 of the Code of Alabama,
the undersigned Corporation adopts the following Articles of Amendment to its
Articles of Incorporation:
First: The name of the corporation is Amisub (Hill Crest),
Inc.
Second: The following amendments of the Articles of
Incorporation were adopted by the shareholder of the corporation on
April 8, 1986, in the manner prescribed by the Alabama Corporation Act:
RESOLVED, that the amendment proposed by the Board of
Directors of the Corporation is hereby ratified and approved
and that Article First of the Articles of Incorporation of
the Corporation shall be amended to read as follows:
"First: The name of the Corporation is HSA Hill Crest
Corporation."
FURTHER RESOLVED, that the officers of the
Corporation be and they hereby are authorized and directed to
execute and file such documents as may be necessary to effect
the foregoing resolutions.
Third: The number of shares of the Corporation outstanding at
the time of such adoption was one thousand (1,000); and the number of
shares entitled to vote thereon was one thousand (1,000). All shares
entitled to vote were common shares.
Fourth: The number of shares voted for such amendment was one
thousand (1,000); and the number of shares voted against such
amendment was zero (-0-).
Dated April 8, 1986.
ATTEST: AMISUB (HILL CREST), INC.
By /s/ A.P. Bolton, III By /s/ Charles A. Speir
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Its Secretary Its President
ATTEST:
By /s/ Martha A. Campbell By /s/ A.P. Bolton, III
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Its Assistant Secretary Its Secretary
ARTICLES OF INCORPORATION
OF
Amisub (Hill Crest), Inc.
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The undersigned, acting as incorporator(s) of a corporation under the
Alabama Business Corporation Act, adopt(s) the following Articles of
Incorporation for such corporation:
FIRST: The name of the corporation is Amisub (Hill Crest), Inc.
SECOND: The period of its duration is perpetual.
THIRD: The purpose or purposes for which the corporation is organized
include: The transaction of any or all lawful business for which corporations
may be incorporated under the Alabama Business Corporation Act.
FOURTH: The aggregate number of shares which the corporation shall have
authority to issue one thousand shares of common stock, and the par value of
each such shares is One Dollar ($1.00) amounting in the aggregate to One
Thousand Dollars ($1,000.00).
FIFTH: Provisions for the regulation of the internal affairs of the
corporation are:
No shareholder shall have the right to cumulative voting at election of
directors.
SIXTH: The location and mailing address of the initial registered
office of the corporation is 60 Commerce Street, Montgomery, Alabama 36103 and
the name of its initial registered agent at such address is The Corporation
Company.
SEVENTH: The number of directors constituting the initial board of
directors of the corporation is three (3), and the names and addresses of the
persons who are to serve as directors until the first annual meeting of
shareholders or until their successors are elected and shall qualify are:
Name Address
- ---- -------
M. Scott Athens 4170 Ashford Dunwoody Road, Suite 500
Atlanta, GA 30319
E. Jeffrey Taylor 414 N. Camden Drive, Beverly Hills, CA 90210
John Wolfe 414 N. Camden Drive, Beverly Hills, CA 90210
EIGHTH: The name and address of each incorporator is:
Name Address
- ---- -------
D.A. Tiu 800 South Figueroa St., Los Angeles, CA 90017
D.A. Yarboi 800 South Fegueroa St., Los Angeles, CA 90017
M. Goffredo 800 South Figueroa St., Los Angeles, CA 90017
Dated January 25, 1984
/s/ D.A. Tiu
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D.A. Tiu
/s/ D.A. Yarboi
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D.A. Yarboi
/s/ M. Goffredo
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M. Goffredo
Incorporators