Certificate of Merger of Domestic Corporation, approved and certified on March 25, 2009

Contract Categories: Mergers & Acquisitions - Merger Agreements
EX-2.1 2 taipan8k032509ex2-1.htm CERTIFICATE OF MERGER OF DOMESTIC CORPORATION, APPROVED AND CERTIFIED ON MARCH 25, 2009 taipan8k032509ex2-1.htm


EXHIBIT 2.1
STATE OF DELAWARE
CERTIFICATE OF MERGER OF
DOMESTIC CORPORATIONS
 
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 Unicapital Acquisition Corp., and the name of the corporation being merged into this surviving corporation is Tai Pan Holding, Inc.
 
SECOND: The Agreement and Plan of Merger has been approved, adopted, certified, executed and acknowledged by each of the constituent corporations.
 
THIRD: The name of the surviving corporation is Tai Pan Holding, Inc., a Delaware corporation.
 
FOURTH: The Certificate of Incorporation of the surviving corporation shall be its Certificate of Incorporation.
 
FIFTH: The merger is to become effective on March 16, 2009.
 
SIXTH: The Agreement and Plan of Merger is on file at 99 S. Lake Ave., Suite 208, Pasadena, CA 91101, the place of business of the surviving corporation.
 
SEVENTH: A copy of the Agreement and Plan of Merger will be furnished by the surviving corporation on request, without cost, to any stockholder of the constituent corporations.
 
IN WITNESS WHEREOF, said surviving corporation has caused this certificate to be signed this 11th day of March, A.D., 2009.
 
 
/s/ Cheng Yu Wang
 
By: Cheng-Yu Wang
 
Title: CFO and Secretary