Plan of Share Exchange between PCI Consulting & Leasing, Inc. and Plastics Mfg. Company (March 29, 2001)

Summary

This agreement outlines the terms under which PCI Consulting & Leasing, Inc. shareholders will exchange each of their shares for 168 shares of Plastics Mfg. Company. Both companies are Wisconsin corporations, and the plan has been approved by their directors and PCI's shareholders. Shareholders of PCI must surrender their shares to receive Plastics Mfg. Company shares, or their shares will be canceled after notice. The exchange becomes effective at 11:00 p.m. on March 31, 2001, or upon filing with the Wisconsin Department of Financial Institutions, whichever is later.

EX-2.1 2 0002.txt PLAN OF SHARE EXCHANGE EXHIBIT 2.1 PLAN OF SHARE EXCHANGE This is a Plan of Share Exchange dated March 29, 2001 pursuant to

180.1102 of the Wisconsin Business Corporation Law. WHEREAS, PCI Consulting & Leasing, Inc. is a Wisconsin corporation; and WHEREAS, Plastics Mfg. Company, is a Wisconsin corporation; and WHEREAS, the Directors of each Corporation and the shareholders of PCI Consulting & Leasing, Inc. have approved a plan of Share Exchange as provided for hereafter; NOW, THEREFORE, the following Plan of Share Exchange has been proposed and duly adopted: A. The names of the corporations are as follows: Corporation whose Shares will be acquired: PCI Consulting & Leasing, Inc. Acquiring Corporation: Plastics Mfg. Company B. Terms and Conditions of the Share Exchange. Each share of PCI Consulting & Leasing, Inc. shall be exchanged for 168 shares of Plastics Mfg. Company. C. Each Shareholder of PCI Consulting & Leasing, Inc. shall surrender his or her shares executed in blank and receive therefor the specified number of shares in Plastics Mfg. Company as set forth above. If not surrendered, then ten (10) days after written notice to a -4- shareholder's last known address requesting such surrender, the Corporate secretary of PCI Consulting & Leasing, Inc. shall cancel the shares in PCI Consulting & Leasing, Inc. of that shareholder and the corporate secretary of Plastics Mfg. Company shall issue, or cause to be issued, the specified number of shares in Plastics Mfg. Company set forth above. D. Upon adoption, the effects of the share exchange shall be those described in

180.1106 of the Wisconsin Statutes. E. The effective date of this Share Exchange shall be 11:00 p.m. on March 31, 2001 or the date of the filing of these Articles of Share Exchange with the Department of Financial Institutions of the State of Wisconsin, whichever is later. -5-