Exhibit 3.27
Articles of Amendment
to
Articles of Incorporation
of
GTO, Inc.
 
(Name of corporation as currently filed with the Florida Dept. of State)
             
 
  P99000063864        
         
 
      (Document number of corporation (if known)    
         
 
  Pursuant to the provisions of section 607.1006, Florida Statutes, this Florida Profit Corporation adopts the following amendment(s) to its Articles of Incorporation:
 
       
 
  NEW CORPORATE NAME (if changing):    
 
       
 
 
 
(Must contain the word “corporation, ” “company, ” or “incorporated” or the abbreviation “Corp., ” “Inc., ” or “Co. ”) (A professional corporation must contain the word “chartered”, “professional association, ” or the abbreviation “P. A. ”)
   
 
       
 
  AMENDMENTS ADOPTED- (OTHER THAN NAME CHANGE) Indicate Article Number(s) and/or Article Title(s)
being amended, added or deleted: (BE SPECIFIC)
   
 
       
 
  Article IV STOCK CLAUSE - The total number of shares of stock which the Corporation shall have authority    
 
       
 
       
 
  to issue is three thousand shares of Common Stock at $. 001 par value.    
 
       
 
       
 
  Article VI REGISTERED OFFICE AND AGENT - The address of this Corporation’s registered office is    
 
       
 
       
1201 Hays Street, Tallahassee, Florida 32301, and the name of its agent at said address is Corporation Service    
 
       
 
       
 
  Company.    
 
       
 
       
 
       
 
       
 
       
 
       
 
       
 
       
 
       
 
  (Attach additional pages if necessary)    
 
       
    If an amendment provides for exchange, reclassification, or cancellation of issued shares, provisions for implementing the amendment if not contained in the amendment itself: (if not applicable, indicate N/A)
 
       
 
       
 
       
 
       
 
       
 
       
 
  (continued)    

 


 

The date of each amendment(s) adoption: December 14, 2005               
         
Effective date if applicable:
  Upon Filing    
 
 
 
     (no more than 90 days after amendment file date)
   
Adoption of Amendment(s)     (CHECK ONE)
  o   The amendment(s) was/were approved by the shareholders. The number of votes cast for the amendment(s) by the shareholders was/were sufficient for approval.
 
  o   The amendment(s) was/were approved by the shareholders through voting groups. The following statement must be separately provided for each voting group entitled to vote separately on the amendments):
         
   
                    “The number of votes cast for the amendment(s) was/were sufficient for approval by
 
 
.”  
 
 
 
(voting group)
   
  þ   The amendment(s) was/were adopted by the board of directors without shareholder action and shareholder action was not required.
 
  o   The amendment(s) was/were adopted by the incorporators without shareholder action and shareholder action was not required.
         
Signature
  /s/ Edward J. Cooney    
 
 
 
(By a director, president or other officer - if directors or officers have not been selected, by an incorporator - if in the hands of a receiver, trustee, or other court appointed fiduciary by that fiduciary)
   
 
       
 
  Edward J. Cooney    
 
 
 
(Typed or printed name of person signing)
   
 
       
 
  Vice President and Treasurer    
 
 
 
(Title of person signing)
   
 
       
FILING FEE: $35

 


 

     
 
  FILED
 
 
  99 OCT-4 AM 11: 42
 
 
  SECRETARY OF STATE
 
  TALLAHASSEE, FLORIDA
ARTICLES OF AMENDMENT
TO
ARTICLES OF INCORPORATION
OF
GTONEWCO, INC.
CHANGING ITS NAME TO GTO, INC.
     Pursuant to the provisions of Section 607.1006, Florida Statutes, GTO/Newco, Inc., a Florida corporation, adopts the following Articles of Amendment to its Articles of Incorporation:
  FIRST:   Amendment Adopted: Article I is hereby amended to read as follows:
ARTICLE I. NAME
      The name of this corporation shall be GTO, Inc.
 
  SECOND:   Date of Adoption:
 
      This amendment was adopted on October 1, 1999.
 
  THIRD:   Method of Adoption:
                         The amendment was unanimously adopted by the Board of Directors of GTO/Newco, Inc. Pursuant to Section 607. 1002, Florida Statutes, shareholder action was not required.
     In Witness Whereof, the undersigned has executed these Articles of Amendment on this 1st day of October, 1999.
         
  GTO/NEWCO, INC.
 
 
  By  /s/ Laurie Dozier    
    Laurie Dozier, M.D.  
    Chairman, Board of Directors   

 


 

     
 
  FILED
 
 
  99 JUL 19 PM 1: 26
 
 
  SECRETARY OF STATE
 
  TALLAHASSEE, FLORIDA
ARTICLES OF INCORPORATION
OF
GTONewco, Inc.
     The undersigned natural person, of legal age, acting as Incorporator under the provisions of Florida Statutes, Chapter 607, adopts the following Articles of Incorporation:
ARTICLE I
NAME OF CORPORATION
     The name of this Corporation shall be GTONewco, Inc.
ARTICLE II
DURATION
     The Corporation shall have perpetual existence.
ARTICLE III
PURPOSES
     The Corporation may engage in any activity or business permitted under the laws of the United States of America and of this state.
ARTICLE IV
STOCK CLAUSE
     The total number of shares of stock which the Corporation shall have authority to issue is two million Shares of Common Stock at $.001 Par value each.

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ARTICLE V
PRINCIPAL PLACE OF BUSINESS
     The address of the Corporation’s principal place of business is 3121 Hartsfield Road, Tallahassee, Florida 32303.
ARTICLE VI
REGISTERED OFFICE AND AGENT
     The address of this Corporation’s registered office is 3121 Hartsfield Road, Tallahassee, Florida 32303, and the name of its agent at said address is Charles B. Mitchell, III.
ARTICLE VII
BOARD OF DIRECTORS
     The Board of Directors shall consist of not less than three (3) nor more than fifteen (15) persons. The number of directors may be, as provided in the bylaws, increased or decreased, but shall never be less than one director. The name and address of the directors are:
       
  Mike Blankenship   Wayne Coloney
  P.O. Box 6052   1014 North Adams St.
  Tallahassee, FL 32301   Tallahassee, FL 32303 
       
  Dr. Laurie Dozier, Jr.,   Laurie Dozier, III
  1226 Claude Pichard   2101 E. Randolph Circle
  Tallahassee, FL 32308   Tallahassee, FL 32312 
       
  Dr. Paul Elliott   Charles B. Mitchell, Jr.
  832 Governors Drive   1715 Brookside Blvd.
  Tallahassee, FL 32301   Tallahassee, FL 32301 

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Charles B. Mitchell, III   Millard Noblin
P.O. Box 13708   1300 Metropolitan Blvd.
Tallahassee, FL 32317   Tallahassee, FL 32308 
     
Wayne Payne   Dr. Tim Schmidt
272 Pine Lane   Rt. 1, Box 269 
Crawfordville, FL 32327   Scottsville, VA 24590 
     
Fred Shelfer, Sr   Benson Skelton
106 N.E. 4th St.   1320 Thomaswood Drive
Havana, FL 32333   Tallahassee, FL 32312 
     
Fincher Smith   Richard Weidner
2206 Demeron Rd.   1713 Mahan Drive
Tallahassee, FL 32312   Tallahassee, FL 32308 
     
Dr. Dennis Williams    
614 Short Street    
Tallahassee, FL 32308    
ARTICLE VIII
INCORPORATOR
     The name and address of the Incorporator is as follows:
         
     Charles B. Mitchell, III
  3121 Hartsfield Road
 
      Tallahassee, Florida 32303
ARTICLE IX
RESTRICTION ON TRANSFER OF SHARES
     Section 9.1. SUBCHAPTER S STATUS. The Corporation has or will make an election to be treated as a Subchapter S corporation for purposes of the Internal Revenue Code.
     Section 9.2. RESTRICTION ON TRANSFER. Pursuant to Section 607.0627, Florida

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Statutes, the transfer of shares of stock in the Corporation is restricted. The restrictions on the transfer of shares of stock in the Corporation are as follows:
A. Any transfer of shares of stock in the Corporation to a person or entity not qualified to own the shares of a Subchapter S corporation is strictly prohibited.
B. Further, any transfer of shares of stock in the Corporation which would have the effect of expanding the actual number of shareholders of the Corporation is severely restricted and carefully monitored by the Corporation so as not to jeopardize the limits applicable to number of shareholders permitted to own a Subchapter S corporation.
C. Prior to any transfer of shares of stock in the Corporation, the transferring shareholder must first secure the Board of Directors’ approval of the transfer of said shares.
D. Further, prior to any transfer of shares, the transferring shareholder is obligated first to offer the shares of stock to the Corporation for purchase.
     Section 9.3. PURPOSE OF TRANSFER RESTRICTIONS. The Corporation has adopted these share transfer restrictions, as authorized by Section 607. 0627, Florida Statutes, for the purposes of the Corporation’s securing and maintaining status as a Subchapter S corporation under the Internal Revenue Code, to control the number and identity of its shareholders as is required for said Subchapter S status, to preserve exemptions under federal or state securities laws and to provide certainty as to the income tax status of the Corporation.
     Section 9.4. CORPORATION AUTHORIZED TO ENTER INTO SHAREHOLDER AGREEMENT. Further, the Corporation and the shareholders intend to adopt a Shareholder Agreement which will include greater specificity with regard to the transfer restrictions included in this Article. By inclusion of this reference, the Corporation is specifically authorized to enter into such Shareholder Agreement as is determined appropriate by the Board of Directors. In the event of any conflict between the provisions in this Article and the Shareholder Agreement, the

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Shareholder Agreement shall control.
ARTICLE X
ELECTION OF LAW
     The Corporation hereby elects not to be governed by Sections 607.0901 and 607.0902, Florida Statutes, as said elections are provided by those statutes.
     IN WITNESS WHEREOF, the undersigned, being the Incorporator and Registered Agent, respectively, of this Corporation, executes these Articles of Incorporation, and certifies to the truth of the facts herein stated, in the State of Florida, this 19th day of July, 1999.
         
     
  /s/ Charles B. Mitchell    
  CHARLES B. MITCHELL, III   
  Incorporator/ Registered Agent   
 
STATE OF FLORIDA      )
COUNTY OF LEON         )
     BEFORE ME, the undersigned authority, personally appeared Charles B. Mitchell, III, who being first duly sworn, deposes and says that he is the individual described in the foregoing Articles of Incorporation, and he does hereby acknowledge before me that he executed the same for the purposes therein expressed.
     WITNESS my hand and official seal in the County and State named above, this 19th day of July, 1999.
         
     
  /s/ Kay D. Henderson    
  Notary Public   
  My Commission expires:   
 
     
Personally known ü  or produced identification                    .
Type of identification produced:                                                             
  (SEAL)
 
   

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  FILED
 
 
  99 JUL 19 PM 1: 26
 
 
  SECRETARY OF STATE
 
  TALLAHASSEE, FLORIDA
CERTIFICATE OF DESIGNATION
REGISTERED AGENT/REGISTERED OFFICE
     Pursuant to the provisions of Section 607.0501, Florida Statutes, the undersigned corporation, organized under the laws of the State of Florida, submits the following statement in designating the registered office/registered agent, in the State of Florida.
     1. The name of the corporation is GTONewco, Inc.
     2. The name and address of the registered agent and office is CHARLES B. MITCHELL, III, 3121 Hartsfield Road, Tallahassee, Florida 32303.
         
     
  /s/ Charles B. Mitchell    
  CHARLES B. MITCHELL, III   
  President
Date: 7/18/99 
 
 
          HAVING BEEN NAMED AS REGISTERED AGENT AND TO ACCEPT SERVICE OF PROCESS FOR THE ABOVE STATED CORPORATION AT THE PLACE DESIGNATED IN THIS CERTIFICATE, I HEREBY ACCEPT THE APPOINTMENT AS REGISTERED AGENT AND AGREE TO ACT IN THIS CAPACITY. I FURTHER AGREE TO COMPLY WITH THE PROVISIONS OF ALL STATUTES RELATING TO THE PROPER AND COMPLETE PERFORMANCE OF MY DUTIES, AND I AM FAMILIAR WITH AND ACCEPT THE OBLIGATIONS OF MY POSITION AS REGISTERED AGENT.
         
     
  /s/ Charles B. Mitchell    
  Charles B. Mitchell, III   
 
  Date: 7/18/99   
 

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