CERTIFICATEOF MERGER OF MAGNOLIASOLAR ACQUISITION CORP. aDelaware corporation WITHAND INTO MAGNOLIASOLAR, INC. aDelaware corporation
EX-2.2 3 ex22.htm EXHIBIT 2.2 - CERTIFICATE OF MERGER ex22.htm
Exhibit 2.2
CERTIFICATE OF MERGER
OF
MAGNOLIA SOLAR ACQUISITION CORP.
a Delaware corporation
WITH AND INTO
MAGNOLIA SOLAR, INC.
a Delaware corporation
Pursuant to Title 8, Section 251(c) of the Delaware General Corporation Law, the undersigned corporation executed the following Certificate of Merger.
FIRST: The name of the surviving corporation is Magnolia Solar, Inc., and the name of the corporation being merged into this surviving corporation is Magnolia Solar Acquisition Corp.
SECOND: The Agreement of Merger has been approved, adopted, certified, executed and acknowledged by each of the constituent corporations..
THIRD: The name of the surviving corporation is Magnolia Solar, Inc., a Delware corporation.
FOURTH: That the Certificate of Incorporation of Magnolia Solar, Inc. shall be the Certificate of Incorporation of the surviving corporation.
FIFTH: That the merger is to become effective on December 31, 2009.
SIXTH: The Agreement of Merger is on file at 54 Cummings Park, Suite 316, Woburn, MA 01801.
SEVENTH: A copy of the Agreement of Merger will be furnished by the surviving corporation, on request and without cost, to any stockholder of any constituent corporation.
[SIGNATURE PAGE FOLLOWS]
IN WITNESS WHEREOF, the undersigned has executed this certificate as of the 31st day of December, 2009.
MAGNOLIA SOLAR ACQUISITION CORP.
By:/s/ Zacharey Zenith
Name: Zacharey Zenith
Title: President
Magnolia Solar, Inc.
By:/s/ Yash Puri
Name: Yash Puri
| | Title: | Executive Vice-President and Chief Financial Officer |
