Certificate of Ownership Template 05

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STATE OF DELAWARE

CERTIFICATE OF OWNERSHIP
SUBSIDIARY INTO PARENT
Section 253
CERTIFICATE OF OWNERSHIP
MERGING
___________________________________________
INTO

___________________________________________

(Pursuant to Section 253 of the General Corporation Law of Delaware)


________________________________________________________________________,
a corporation incorporated on the ________ day of___________________, ________,
pursuant to the provisions of the General Corporation Law of the State of Delaware;

DOES HEREBY CERTIFY that this corporation owns 90% of the capital stock
of __________________________________________________________, a corporation
incorporated on the ________ day of _______________, ________A.D., pursuant to the
provisions of the _______________________________________________________,
and that this corporation, by a resolution of its Board of Directors duly adopted at a
meeting held on the ________ day of ___________________, ______A.D., determined to
and did merge into itself said ________________________________________________,
which resolution is in the following words to wit:

WHEREAS this corporation lawfully owns 90% of the outstanding stock of


________________________________________________, a corporation organized and
exiting under the laws of ________________________________, and

WHEREAS this corporation desires to merge into itself the said


_____________________________, and to be possessed of all the estate, property, rights,
privileges and franchises of said corporation,
NOW, THEREFORE, BE IT RESOLVED, that this corporation merge into
itself said ______________________________________ and assumes all of its liabilities
and obligations, and

FURTHER RESOLVED, that an authorized officer of this corporation be and


he/she is hereby directed to make and execute a certificate of ownership setting forth a
copy of the resolution to merge said __________________________________________
and assume its liabilities and obligations, and the date of adoption thereof, and to file the
same in the office of the Secretary of State of Delaware, and a certified copy thereof in
the office of the Recorder of Deeds of _______________________ County; and

FURTHER RESOLVED, that the officers of this corporation be and they hereby
are authorized and directed to do all acts and things whatsoever, whether within or
without the State of Delaware; which may be in any way necessary or proper to effect
said merger.

IN WITNESS WHEREOF, said parent corporation has caused its corporate seal
to be affixed and this certificate to be signed by an authorized officer this
___________________day of ___________________________, ________A.D.

By:____________________________________
Authorized Officer

Name:____________________________________
Print or Type

Title:____________________________________

(Insert if applicable)

FURTHER RESOLVED that ________________________________________


relinquishes its corporate name and assumes in place thereof the name
_______________________________________________________________________.

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