Attached files
| file | filename |
|---|---|
| 8-K - SRKP 20 Inc | v206292_8k.htm |
| EX-2.1 - SRKP 20 Inc | v206292_ex2-1.htm |
| EX-21.1 - SRKP 20 Inc | v206292_ex21-1.htm |
| EX-10.3 - SRKP 20 Inc | v206292_ex10-3.htm |
| EX-10.2 - SRKP 20 Inc | v206292_ex10-2.htm |
| EX-16.1 - SRKP 20 Inc | v206292_ex16-1.htm |
| EX-10.4 - SRKP 20 Inc | v206292_ex10-4.htm |
| EX-10.5 - SRKP 20 Inc | v206292_ex10-5.htm |
| EX-10.1 - SRKP 20 Inc | v206292_ex10-1.htm |
| EX-10.4(C) - SRKP 20 Inc | v206292_ex10-4c.htm |
| EX-10.4(B) - SRKP 20 Inc | v206292_ex10-4b.htm |
| EX-10.4(A) - SRKP 20 Inc | v206292_ex10-4a.htm |
CERTIFICATE
OF OWNERSHIP AND MERGER
MERGING
FEIGEDA
ELECTRONIC TECHNOLOGY, INC.
INTO
SRKP
20, INC.
(Pursuant
to section 253 of the General Corporation Law of the state of
Delaware)
SRKP 20, Inc., a corporation organized
and existing under the laws of the state of Delaware (the “Company”), does
hereby certify:
First: That
this Company was incorporated on December 17, 2007 pursuant to the General
Corporation Law of the state of Delaware.
Second: That
this Company owns all of the issued and outstanding shares of stock of Feigeda
Electronic Technology, Inc., a corporation organized and existing under the laws
of the state of Delaware.
Third: That
this Company, by resolutions of its board of directors duly adopted by unanimous
written consent on December 15, 2010, 2010 determined to merge into itself said
Feigeda Electronic Technology, Inc., which resolutions are set forth as Exhibit A attached
hereto and incorporated herein.
Fourth: The
Certificate of Incorporation of the Company is hereby amended by deleting
Article I of the Certificate of Incorporation in its present form and
substituting therefore new Article I in the following form: The name
of the Company is Feigeda Electronic Technology, Inc.
Fifth: The
merger shall be effective upon filing with the Delaware Secretary of
State.
IN WITNESS WHEREOF, SRKP 20, Inc. has
caused this Certificate of Ownership and Merger to be executed by a duly
authorized officer this 15th day of December 2010.
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SRKP
20, Inc.
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By:
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/s/ Richard Rappaport
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Name:
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Richard
Rappaport
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Title:
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President
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Exhibit
A
RESOLUTIONS
OF MERGER
Formation of Wholly-Owned
Subsidiary to Effectuate a Name Change
WHEREAS,
the Company owns 1,000 shares of common stock of Feigeda Electronic Technology,
Inc. (“Feigeda”), constituting 100% of the outstanding common stock of Feigeda,
the only class of capital stock outstanding;
WHEREAS,
Section 253 of the Delaware General Corporation Law (“DGCL”) permits the
“short-form” merger into a parent corporation of a subsidiary corporation where
at least 90% of the outstanding shares of each class of stock of the subsidiary
corporation are owned by the parent corporation by executing, acknowledging and
filing, in accordance with Section 103 of the DGCL, a certificate of such
ownership and merger setting forth a copy of the resolution of its board of
directors to so merge and the date of adoption; and
WHEREAS,
the Board believes, based on discussions with, the analysis of, and the
recommendation of the Company’s management, and after consideration of the
following factors, among others, that it is in the best interest of the
Company’s stockholders to effect a short-form merger of Feigeda to effectuate a
name change to better reflect the Company’s line of business.
NOW, THEREFORE, BE IT RESOLVED, that
the form of Certificate of Short Form Merger, attached hereto as Exhibit B (the “Certificate of
Merger”), is hereby adopted and approved with such additions,
modifications, or deletions as the officers of the Company deem necessary or
appropriate and in the best interest of the Company and its
stockholders.
RESOLVED
FURTHER, that the officers of the Company be, and each of them hereby are,
authorized and directed to cause the Certificate of Merger to be filed with the
Secretary of State of the State of Delaware.
RESOLVED
FURTHER that the officers of the Company hereby are, and each of them with the
full authority to act without the others hereby is, authorized, in the name and
on behalf of the Company, to execute and deliver any and all contracts, deeds,
and writings of any nature and to do any other act or thing that may be
necessary or desirable to carry out the foregoing.