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Statement of correction - 15 Pa. Cons. Stat. § 138

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     § 138.  Statement of correction.
        (a)  Filing of statement.--Whenever any document authorized
     or required to be filed in the Department of State by any
     provision of this title has been so filed and is an inaccurate
     record of the corporate or other action therein referred to or
     was defectively or erroneously executed, the document may be
     corrected by filing in the department a statement of correction
     of the document. The statement of correction, except as provided
     in subsection (c), shall be executed by the association or other
     person that effected the defective or erroneous filing and shall
     set forth:
            (1)  The name of the association or other person and,
        subject to section 109 (relating to name of commercial
        registered office provider in lieu of registered address),
        the location, including street and number, if any, of its
        registered or other office.
            (2)  The statute by or under which the corporation was
        incorporated, or the preceding filing was made, in the case
        of a filing that does not constitute a part of the articles
        of incorporation of a corporation.
            (3)  The inaccuracy or defect to be corrected.
            (4)  The portion of the document requiring correction in
        corrected form or, if the document was erroneously executed,
        a statement that the original document shall be deemed
        reexecuted or stricken from the records of the department, as
        the case may be.
        (b)  Effect of filing.--
            (1)  The corrected document shall be effective:
                (i)  Upon filing in the department, as to those
            persons who are substantially and adversely affected by
            the correction.
                (ii)  As of the date the original document was
            effective, as to all other persons.
            (2)  A filing under this section shall not have the
        effect of causing original articles of incorporation of a
        corporation or a similar type of document creating any other
        form of association to be stricken from the records of the
        department but the articles or other document may be
        corrected under this section.
        (c)  Filing pursuant to court order.--If the association or
     other person refuses to file an appropriate statement of
     correction under this section within ten business days after any
     person adversely affected has made a written demand therefor,
     the affected person may apply to the court for an order to
     compel the filing. If the court finds that a document on file in
     the department is inaccurate or defective, it may direct the
     association or other person who effected the defective or
     erroneous filing to file an appropriate statement of correction
     in the department, or it may order the clerk to execute the
     statement under the seal of the court and cause the statement to
     be filed in the department. In the absence of fraud, an
     application may not be made to a court under this subsection
     with respect to a document more than one year after the date on
     which it was originally filed in the department.
        (d)  Cross reference.--See section 135 (relating to
     requirements to be met by filed documents).
     (June 22, 2001, P.L.418, No.34, eff. 60 days)

        2001 Amendment.  Act 34 amended subsec. (b)(2) and added
     subsec. (d).
        Cross References.  Section 138 is referred to in sections
     137, 1103, 1104, 1902, 5103, 5104, 5902, 8503, 8546, 8585, 8903,
     8957, 9503 of this title.

Last modified: November 27, 2007