Attached files
| file | filename |
|---|---|
| 8-K - FORM 8-K - AJ Acquisition Corp. III, Inc. | f8k111610_everhealth.htm |
| EX-10.1 - SHARE PURCHASE AGREEMENT - AJ Acquisition Corp. III, Inc. | f8k111610ex10i_everhealth.htm |
| EX-3.1 - MEMORANDUM AND ARTICLES OF ASSOCIATION - AJ Acquisition Corp. III, Inc. | f8k111610ex3i_everhealth.htm |
Exhibit 3.2
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ROSS MILLER
Secretary of State
204 North Corson Street, Suite 1
Carson City, Nevada 86701-4520
(776) 684-5708
Website: www.nvsos.gov
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Filed in the office of
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Document Number
20100842526-20
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/s/ Ross Miller
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Filing Date and Time
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Ross Miller
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11/09/2010 9:44 AM
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Secretary of State
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Entity Number
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State of Nevada
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E0036702010-2
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Articles of Conversion
(PURSUANT TO NRS 92A.205)
Page 1
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| USE BLACK INK ONLY – DO NOT HIGHLIGHT |
ABOVE SPACE IS FOR OFFICE USE ONLY
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Articles of Conversion
(Pursuant to NRS 92A.205)
1. Name and Jurisdiction of organization of constituent entity and resulting entity:
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AJ ACQUISITION CORP. III, INC.
Name of constituent entity
NEVADA
Jurisdiction
and
CHINA EVERHEALTH CORPORATION
Name of resulting entity
BRITISH VIRGIN ISLANDS
Jurisdiction
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CORPORATION
Entity type
CORPORATION
Entity type'
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2.
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A plan of conversion has been adopted by the constituent entity in compliance with the law of the jurisdiction governing the constituent entity.
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3.
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Location of plan of conversion: (check one) |
o The entire plan of conversion is attached to these articles.
x The complete executed plan of conversion is on file at the registered office or principal place of business of the resulting entity.
o The complete executed plan of conversion for the resulting domestic limited partnership is on file at the records office required by NRS 86.330
*corporation, limited partnership, limited-liability limited partnership, limited-liability company or business trust .
| This form must be accompanied by appropriate fees. |
Nevada Secretary of State 92A Conversion Page 1
Revised 10-16-09
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ROSS MILLER
Secretary of State
204 North Corson Street, Suite 1
Carson City, Nevada 86701-4520
(776) 684-5708
Website: www.nvsos.gov
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Articles of Conversion
(PURSUANT TO NRS 92A.205)
Page 2
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| USE BLACK INK ONLY – DO NOT HIGHLIGHT |
ABOVE SPACE IS FOR OFFICE USE ONLY
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4.
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Forwarding address where copies of process may be sent by the Secretary of State of Nevada (If a foreign entity is the resulting entity in the conversion):
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| Attn: | |
| o/o: |
CODAN TRUST COMPANY (B.V.I.) LTD,
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| P.O. Box 3140 | |
| Romasuo Place Wickhmans C Road Town | |
| Tortola D8 VG1110 |
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5.
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Effective date of conversion (optional) (not to exceed 90 days after the articles are filed pursuant to NRS 92A.240)* |
July 20. 2010
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6.
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Signatures - must be signed by: |
1. If constituent entity is a Nevada entity: an officer of each Nevada corporation; all general partners of each Nevada limited partnership or limited-liability limitedpartnership; a managerof each Nevada limited-liability company with managers or one member f there are no managers; a trustee of each Nevada business trust; a managing partner of a Nevada limited-liability partnership (a.k.a. general partnership governed by NRS chapter 87).
2. If constituent entity Is s foreign entity: must be signed by the constituent entity in the manner provided by the law governing it.
AJ ACQUISITION CORP. III, INC.
Name of constituent entity
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President | 11/9/2010 |
| Signature | Title | Date |
* Pursuant to NRS 92A.205(4) If the conversion takes effect on a later date specified in the articles of conversion pursuant to NRS 92A.240, the constituent document filed with the Secretary of State pursuant to paragraph (b) subsection 1 must state the name and jurisdiction of the constituent entity and that the existence of resulting entity does not begin until the later date. This statement must be included within the resulting entity's articles.
FILING FEE: $350
IMPORTANT: Failure to include any of the above information and submit with the proper fees may cause this filing to be rejected.
| This form must be accompanied by appropriate fees. |
Nevada Secretary of State 92A Conversion Page 2
Revised 10-16-09
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