Attached files

file filename
8-K - ADAMANT DRI PROCESSING & MINERALS GROUPe612662_8k-uhf.htm
EX-3.4 - ADAMANT DRI PROCESSING & MINERALS GROUPe612662_ex3-4.htm
EX-3.1 - ADAMANT DRI PROCESSING & MINERALS GROUPe612662_ex3-1.htm
EX-3.2 - ADAMANT DRI PROCESSING & MINERALS GROUPe612662_ex3-2.htm
EX-2.1 - ADAMANT DRI PROCESSING & MINERALS GROUPe612662_ex2-1.htm
 
Exhibit 3.3
 
 
 
I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF MERGER, WHICH MERGES:
 
“UHF INCORPORATED”, A DELAWARE CORPORATION,  WITH AND INTO “ADAMANT DRI PROCESSING AND MINERALS GROUP” UNDER THE NAME OF “ADAMANT DRI PROCESSING AND MINERALS GROUP”, A CORPORATION ORGANIZED AND EXISTING UNDER THE LAWS OF THE STATE OF NEVADA, AS RECEIVED AND FILED IN THIS OFFICE THE FOURTH DAY OF AUGUST, A.D. 2014, AT 5:39 O’CLOCK P.M.
 
AND I DO HEREBY FURTHER CERTIFY THAT THE EFFECTIVE DATE OF THE AFVRESAID CERTIFICATE OF MERGER IS THE TWENTY-NINTH DAY OF AUGUST, A.D. 2014, AT 4 O'CLOCK P.M.
 
A FILED COPY OF THIS CERTIFICATE HAS BEEN FORWARDED TO THE NEW CASTLE COUNTY RECORDER OF DEEDS.
 

 
 
 
 

 
 

 
STATE OF DELAWARE CERTIFICATE OF
MERGER OF DOMESTIC CORPORATION
INTO FOREIGN CORPORATION

Pursuant to Title 8, Section 252 of the Delaware General Corporation Law, the undersigned corporation executed the following Certificate of Merger:

FIRST: The name of each constituent corporation is Adamant DRI Processing and Minerals Group, a Nevada corporation, and UHF Incorporated, a Delaware corporation.

SECOND: The Agreement of Merger has been approved, adopted, certified, executed and acknowledged by each of the constituent corporations pursuant to Title 8, Section 252.

THIRD: The name of the surviving corporation is Adamant DRI Processing and Minerals Group, a Nevada corporation.

FOURTH: The Certificate of Incorporation of the surviving corporation shall be its Certificate of Incorporation.

FIFTH: The merger is to become effective on August 29, 2014 at 4:00 p.m., EDST .

SIXTH: The Agreement of Merger is on file at Chunshugou Luanzhuang Village, Zhuolu County, Zhangjiakou, Hebei Province, China, 075600, the place of business of the surviving corporation.

SEVENTH: A copy of the Agreement of Merger will be furnished by the surviving corporation on request, without cost, to any stockholder of the constituent corporations.

EIGHT: The surviving corporation agrees that it may be served with process in the State of Delaware in any proceeding for enforcement of any obligation of the surviving corporation arising from this merger, including any suit or other proceeding to enforce the rights of any stockholders as determined in appraisal proceedings pursuant to the provisions of Section 262 of the Delaware General Corporation laws, and irrevocably appoints the Secretary of State of Delaware as its agent to accept services of process in
any such suit or proceeding. The Secretary of State shall mail any such process to the surviving corporation at Chunshugou Luanzhuang Village, Zhuolu County, Zhangjiakou, Hebei Province, China, 075600.

IN WITNESS WHEREOF, said surviving corporation has caused this certificate to be signed by an authorized officer the 29 1h day of July, 2014.