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8-K - FORM 8-K - SYCAMORE NETWORKS INCd498467d8k.htm
EX-99.1 - EX-99.1 - SYCAMORE NETWORKS INCd498467dex991.htm

Exhibit 4.2

CERTIFICATE OF DISSOLUTION

OF

SYCAMORE NETWORKS, INC.

 

 

Pursuant to Section 275 of the General

Corporation Law of the State of Delaware

 

 

Sycamore Networks, Inc., a Delaware corporation (the “Corporation”), hereby certifies as follows:

FIRST: The name of the Corporation is Sycamore Networks, Inc.

SECOND: The date of filing of the Corporation’s original Certificate of Incorporation with the Secretary of State is February 17, 1998.

THIRD: The dissolution of the Corporation was authorized by the Board of Directors on October 22, 2012 and by the stockholders of the Corporation on January 29, 2013.

FOURTH: The dissolution of the Corporation has been authorized by the Board of Directors and by a majority of the stockholders of the Corporation entitled to vote on a dissolution, in accordance with subsections (a) and (b) of Section 275 of the General Corporation Law of the State of Delaware.

FIFTH: The respective names and addresses of the directors and officers of the Corporation are as follows:

DIRECTORS

 

NAME

  

ADDRESS

Gururaj Deshpande (Chairman)    220 Mill Road, Chelmsford, MA 01824
Daniel E. Smith    220 Mill Road, Chelmsford, MA 01824
Robert E. Donahue    220 Mill Road, Chelmsford, MA 01824
Craig R. Benson    220 Mill Road, Chelmsford, MA 01824
John W. Gerdelman    220 Mill Road, Chelmsford, MA 01824


OFFICERS

 

NAME

  

TITLE

  

ADDRESS

Daniel E. Smith    President and Chief Executive Officer   

220 Mill Road

Chelmsford, MA 01824

Paul F. Brauneis    Vice President of Finance and Administration, Chief Financial Officer and Treasurer   

220 Mill Road

Chelmsford, MA 01824

Kevin J. Oye    Vice President, Systems and Technology   

220 Mill Road

Chelmsford, MA 01824

Alan R. Cormier    General Counsel and Secretary   

220 Mill Road

Chelmsford, MA 01824

Anthony Petrillo    Assistant Secretary   

220 Mill Road

Chelmsford, MA 01824

SIXTH: This Certificate of Dissolution shall become effective as of 5:00 p.m. Eastern Time on March 7, 2013.

[SIGNATURE PAGE FOLLOWS]


IN WITNESS WHEREOF, this Certificate of Dissolution has been executed this 7th day of March, 2013.

 

SYCAMORE NETWORKS, INC.
  By:  

/s/ Daniel E. Smith

    Name:   Daniel E. Smith
    Title:   President and Chief Executive Officer