Attached files
| file | filename |
|---|---|
| EX-3.4 - EXHIBIT 3.4 - XT Energy Group, Inc. | exhibit3-4.htm |
| EX-3.3 - EXHIBIT 3.3 - XT Energy Group, Inc. | exhibit3-3.htm |
| EX-3.2 - EXHIBIT 3.2 - XT Energy Group, Inc. | exhibit3-2.htm |
| EX-2.1 - EXHIBIT 2.1 - XT Energy Group, Inc. | exhibit2-1.htm |
| 8-K - FORM 8-K - XT Energy Group, Inc. | form8k.htm |
Exhbit 3.5
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
Xiangtian (USA) Air Power Co., Ltd., a Nevada corporation, and
Xiangtian (USA) Air Power Co., Ltd., 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 Xiangtian (USA) Air Power Co., Ltd., 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 22, 2016
SIXTH: The Agreement
of Merger is on file at Yanjiao Development Zone Sanhe City, Hebei
Province, China 065201, 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 form 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
____________________________________________________.
IN WITNESS WHEREOF, said surviving corporation has caused this certificate to be signed by an authorized officer, the _______________day of , ____________A.D., 2016.
By:
______________________________
Authorized Officer
Name: Zhou Deng
Hua
Print or Type
Title: Chief Executive Officer