Attached files
file |
filename |
10-K - ANNUAL REPORT FOR THE YEAR ENDED 12-31-11 - Amincor, Inc. | g4962a.txt |
EX-21 - ORGANIZATIONAL CHART - Amincor, Inc. | ex21.txt |
EX-3.9 - CERT OF INCORP OF ENVIRONMENTAL HOLDING - Amincor, Inc. | ex3-9.txt |
EX-3.3 - CERT OF INCORP OF AMNICOR CONTRACT ADMIN - Amincor, Inc. | ex3-3.txt |
EX-3.5 - CERT OF INCORP OF BAKERS PRIDE - Amincor, Inc. | ex3-5.txt |
EX-3.6 - CERT OF INCORP OF MOUNT PLEASANT BAKERY - Amincor, Inc. | ex3-6.txt |
EX-3.8 - CERT OF AMENDMENT OF EPIC SPORTS - Amincor, Inc. | ex3-8.txt |
EX-3.7 - CERT OF INCORP OF JEFFERSON BAKERY - Amincor, Inc. | ex3-7.txt |
EX-3.4 - CERT OF INCORP OF AMINCOR OTHER ASSESTS - Amincor, Inc. | ex3-4.txt |
EX-3.15 - CERT OF INCORP OF TYREE HOLDINGS - Amincor, Inc. | ex3-15.txt |
EX-14.1 - CODE OF ETHICS - Amincor, Inc. | ex14-1.txt |
EX-3.14 - ARTICLES OF FORMATION TULARE FROZEN FOOD - Amincor, Inc. | ex3-14.txt |
EX-3.13 - CERT OF INCORP OF TULARE HOLDING - Amincor, Inc. | ex3-13.txt |
EX-31.1 - CEO SECTION 302 CERTIFICATION - Amincor, Inc. | ex31-1.txt |
EX-3.10 - CERT OF INCORP OF ENVIRONMENTAL QUALITY - Amincor, Inc. | ex3-10.txt |
EX-3.16 - CERT OF INCORP OF TYREE ENVIRONMENTAL - Amincor, Inc. | ex3-16.txt |
EX-3.17 - CERT OF INCORP OF TYREE EQUIPMENT - Amincor, Inc. | ex3-17.txt |
EX-32.1 - CEO SECTION 906 CERTIFICATION - Amincor, Inc. | ex32-1.txt |
EX-31.2 - CFO SECTION 302 CERTIFICATION - Amincor, Inc. | ex31-2.txt |
EX-3.11 - CERT OF INCORP OF MASONRY SUPPLY HOLDING - Amincor, Inc. | ex3-11.txt |
EX-32.2 - CFO SECTION 906 CERTIFICATION - Amincor, Inc. | ex32-2.txt |
EX-3.18 - CERT OF INCORP OF TYREE SERVICE - Amincor, Inc. | ex3-18.txt |
EX-10.20 - TRANSITION SERVICES AGREEMENT - Amincor, Inc. | ex10-20.txt |
EX-10.19 - LICENSE AGREEMENT - Amincor, Inc. | ex10-19.txt |
EX-10.21 - AMENDMENT TO TRANSITION SERVICS AGREEMENT - Amincor, Inc. | ex10-21.txt |
EX-10.18 - LOAN AND SECURITY AGREEMENT - Amincor, Inc. | ex10-18.txt |
Exhibit 3.12
State of Delaware
Secretary of State
Division or Corporations
Delivered 04:58 PM 11/18/2009
FILED 03:41 PM 11/18/2009
SRV 091029167 - 4701053 FILE
CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION
OF
MASONRY SUPPLY CORP.
It is hereby certified that:
1. The name of the corporation (hereinafter called the "corporation") is
MASONRY SUPPLY CORP.
2 The certificate of incorporation of the corporation is hereby amended by
striking out Article FIRST thereof and by substituting in lieu of said Article
the following new Article:
FIRST: The name of the corporation (hereinafter called the "corporation")
is IMPERIA MASONRY SUPPLY CORP.
3. The amendment of the certificate of incorporation herein has been duly
adopted in accordance with the provisions of Section 242 of the General
Corporation Law of the State of Delaware.
Signed on: November 18, 2009
/s/ JOSEPH INGRASSIA
------------------------------
JOSEPH INGRASSIA
President
State of Delaware
Secretary of State
Division or Corporations
Delivered 12:37 PM 06/22/2009
FILED 11:46 AM 06/22/2009
SRV 090635371 - 4701053 FILE
CERTIFICATE OF INCORPORATION
FIRST: The name of this corporation shall be MASONRY SUPPLY CORP.
SECOND: Its registered office in the State of Delaware is to be located at
2711 Centerville Road, Suite 400, Wilmington, County of New Castle, Delaware,
19808. The name of its registered agent at such address is The Company
Corporation.
THIRD: The purpose or purposes of the corporation shall be:
To engage in any lawful act or activity for which corporations may be
organized under the General Corporation Law of Delaware.
FOURTH: The total number of shares of stock, which this corporation is
authorized to issue, is Fifteen Hundred (1,500) shares of common stock with a
par value of $0.001.
FIFTH: The name and address of the incorporator is as follows:
The Company Corporation
2711 Centerville Road
Suite 400
Wilmington, Delaware 19808
SIXTH: The Board of Directors shall have the power to adopt, amend or
repeal the by-laws.
SEVENTH: No director shall be personally liable to the Corporation or its
stockholders for monetary damages for any breach of fiduciary duty by such
director as a director. Notwithstanding the foregoing sentence, a director shall
be liable to the extent provided by applicable law, (i) for breach of the
director's duty of loyalty to the Corporation or its stockholders, (ii) for acts
or omissions not in good faith or which involve intentional misconduct or a
knowing violation of law, (iii) pursuant to Section 174 of the Delaware General
Corporation Law or (iv) for any transaction from which the director derived an
improper personal benefit. No amendment to or repeal of this Article Seventh
shall apply to or have any effect on the liability or alleged liability of any
director of the Corporation for or with respect to any acts or omissions of such
director occurring prior to such amendment.
IN WITNESS WHEREOF, the undersigned, being the incorporator herein before
named, has executed signed and acknowledged this certificate of incorporation
this 22nd day of June, 2009.
The Company Corporation, Incorporator
By: /s/ Katrina Smith
--------------------------------
Name: Katrina Smith
Assistant Secretar