Attached files
| file | filename |
|---|---|
| EX-10.4 - EXHIBIT 10.4 - Easy CD Yearbook Inc | ex10_4.htm |
| EX-99.2 - EXHIBIT 99.2 - Easy CD Yearbook Inc | ex99_2.htm |
| EX-10.3 - EXHIBIT 10.3 - Easy CD Yearbook Inc | ex10_3.htm |
| EX-21.1 - EXHIBIT 21.1 - Easy CD Yearbook Inc | ex21_1.htm |
| EX-10.5 - EXHIBIT 10.5 - Easy CD Yearbook Inc | ex10_5.htm |
| EX-99.1 - EXHIBIT 99.1 - Easy CD Yearbook Inc | ex99_1.htm |
| EX-10.1 - EXHIBIT 10.1 - Easy CD Yearbook Inc | ex10_1.htm |
| EX-10.2 - EXHIBIT 10.2 - Easy CD Yearbook Inc | ex10_2.htm |
| EX-99.3 - EXHIBIT 99.3 - Easy CD Yearbook Inc | ex99_3.htm |
| EX-10.7 - EXHIBIT 10.7 - Easy CD Yearbook Inc | ex10_7.htm |
| EX-10.6 - EXHIBIT 10.6 - Easy CD Yearbook Inc | ex10_6.htm |
| 8-K - FORM 8-K - Easy CD Yearbook Inc | vizstar_8k.htm |
Exhibit 10.8 Certificate of Merger
CERTIFICATE OF MERGER
OF
CELESTIAL JETS INC. and CELESTIAL ACQUISITION CORP. into CELESTIAL ACQUISITION CORP.
Under Section 904 of the Business Corporation Law
________________________________________________________________________
I, the undersigned Gary Clyburn, Jr., being the President of Celestial Jets Inc. and Celestial Acquisition Corp. hereby certify:
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FIRST:
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(a) The names of the corporations are Celestial Acquisition Corp. and Celestial Jets Inc.
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(b) The name of the surviving corporation is Celestial Acquisition Corp. and following the merger its name will be Celestial Jets Inc.
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SECOND:
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As to each constituent corporation, the designation and number of outstanding shares of each class and series and the voting rights thereof are as follows:
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Celestial Jets Inc. has 200 outstanding shares of common stock which are entitled to 1 vote per share.
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Celestial Acquisition Corp. has 1 outstanding share of common stock which is entitled to 1 vote.
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THIRD:
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The date when the certificate of incorporation of each constituent corporation was filed by the Department of State is as follows:
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Name of Corporation
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Date of Incorporation
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Celestial Acquisition Corp.
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May 21, 2010.
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Celestial Jets Inc.
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February 13, 2009.
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FOURTH:
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The merger was adopted by each constituent corporation in the following manner:
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(a)
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as to Celestial Acquisition Corp., by the unanimous written consent of all the stockholders;
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(b)
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as to Celestial Jets Inc., by the unanimous written consent of all the stockholders.
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FIFTH:
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The merger shall be effective as of the 11th day of June, 2010.
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IN WITNESS WHEREOF, the undersigned has signed his name this 11TH day of June, 2010.
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Celestial Acquisition Corp.
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Celestial Jets Inc.
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By:
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/s/ Gary Clyburn, Jr.
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By:
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/s/ Gary Clyburn, Jr.
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Gary Clyburn, Jr., President
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Gary Clyburn, Jr., President
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