Delaware Code (Titles 8, 9, 25, 30)
8 Del. C. § 105
Certificate of incorporation and other certificates; evidence
A copy of a certificate of incorporation, or a restated certificate of incorporation, or of any other certificate which has been filed in the office of the Secretary of State as required by any provision of this title shall, when duly certified by the Secretary of State, be received in all courts, public offices and official bodies as prima facie evidence of:
# (1)
Due execution, acknowledgment and filing of the instrument;
# (2)
Observance and performance of all acts and conditions necessary to have been observed and performed precedent to the instrument becoming effective; and
# (3)
Any other facts required or permitted by law to be stated in the instrument.
Amendment history
56 Del. Laws, c. 50; 70 Del. Laws, c. 587, § 7
Source: view the official text
In this title (40 sections)
- 8-101 · Incorporators; how corporation formed; purposes
- 8-102 · Contents of certificate of incorporation
- 8-103 · Execution, acknowledgment, filing, recording and effective date…
- 8-104 · Certificate of incorporation; definition
- 8-105 · Certificate of incorporation and other certificates; evidence
- 8-106 · Commencement of corporate existence
- 8-107 · Powers of incorporators
- 8-108 · Organization meeting of incorporators or directors named in…
- 8-109 · Bylaws
- 8-110 · Emergency bylaws and other powers in emergency [For application…
- 8-111 · Jurisdiction to interpret, apply, enforce or determine the…
- 8-112 · Access to proxy solicitation materials
- 8-113 · Proxy expense reimbursement
- 8-114 · Application of chapter to nonstock corporations
- 8-115 · Forum selection provisions
- 8-116 · Document form, signature and delivery
- 8-121 · General powers
- 8-122 · Specific powers [For application of this section, see 84 Del.…
- 8-123 · Powers respecting securities of other corporations or entities
- 8-124 · Effect of lack of corporate capacity or power; ultra vires
- 8-125 · Conferring academic or honorary degrees
- 8-126 · Banking power denied
- 8-127 · Private foundation; powers and duties
- 8-131 · Registered office in State
- 8-132 · Registered agent in State; resident agent
- 8-133 · Change of location of registered office; change of registered…
- 8-134 · Change of address or name of registered agent
- 8-135 · Resignation of registered agent coupled with appointment of…
- 8-136 · Resignation of registered agent not coupled with appointment of…
- 8-141 · Board of directors; powers; number, qualifications, terms and…
- 8-142 · Officers; titles, duties, selection, term; failure to elect;…
- 8-143 · Loans to employees and officers; guaranty of obligations of…
- 8-144 · Interested directors and officers; controlling stockholder…
- 8-145 · Indemnification of officers, directors, employees and agents;…
- 8-146 · Submission of matters for stockholder vote
- 8-147 · Authorization of agreements and other instruments [For…
- 8-151 · Classes and series of stock; redemption; rights
- 8-152 · Issuance of stock; lawful consideration; fully paid stock
- 8-153 · Consideration for stock
- 8-154 · Determination of amount of capital; capital, surplus and net…