Attached files

file filename
10-Q - FORM 10-Q - FINOVA GROUP INCd10q.htm
EX-32.2 - CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 906 - FINOVA GROUP INCdex322.htm
EX-31.2 - CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 302 - FINOVA GROUP INCdex312.htm
EX-31.1 - CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 - FINOVA GROUP INCdex311.htm
EX-32.1 - CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 906 - FINOVA GROUP INCdex321.htm
EX-99.2 - ESCROW AGREEMENT - FINOVA GROUP INCdex992.htm

Exhibit 99.1

CERTIFICATE OF DISSOLUTION

OF

THE FINOVA GROUP INC.

(Pursuant to Sections 275 and 303 of the Delaware General Corporation Law)

The FINOVA Group Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), DOES HEREBY CERTIFY:

FIRST: The name of the Corporation is The FINOVA Group Inc.

SECOND: The date the dissolution was authorized was November 16, 2009.

THIRD: The dissolution of the Corporation was duly authorized (i) without the need for approval by the stockholders of the Corporation pursuant to Section 303 of the DGCL because it is adopted in accordance with that certain order issued by the United States Bankruptcy Court for the District of Delaware under Chapter 11 of Title 11 of the United States Code on December 4, 2006, and (ii) by the Board of Directors of the Corporation pursuant to a unanimous written consent in accordance with Sections 275(a) and 141(f) of the DGCL.


FOURTH: That the names and addresses of the directors and officers of the Corporation are as follows:

DIRECTORS

 

Thomas F. Boland  

8320 North Hayden Road

Suite C112

Scottsdale, AZ 85258

Ian M. Cumming  

8320 North Hayden Road

Suite C112

Scottsdale, AZ 85258

G. Robert Durham  

8320 North Hayden Road

Suite C112

Scottsdale, AZ 85258

Thomas E. Mara  

8320 North Hayden Road

Suite C112

Scottsdale, AZ 85258

R. Gregory Morgan  

8320 North Hayden Road

Suite C112

Scottsdale, AZ 85258

Kenneth R. Smith  

8320 North Hayden Road

Suite C112

Scottsdale, AZ 85258

Joseph S. Steinberg  

8320 North Hayden Road

Suite C112

Scottsdale, AZ 85258

OFFICERS

 

Thomas E. Mara   Chief Executive Officer  

8320 North Hayden

Road Suite C112

Scottsdale, AZ 85258

Joseph S. Steinberg   President  

8320 North Hayden

Road Suite C112

Scottsdale, AZ 85258

Richard A. Ross  

Senior Vice President,

Chief Financial Officer and Treasurer

 

8320 North Hayden

Road Suite C112

Scottsdale, AZ 85258


Elizabeth A. McAllister   Vice President, Controller – Tax and Secretary  

8320 North Hayden

Road Suite C112

Scottsdale, AZ 85258

[Remainder of page intentionally left blank.]


IN WITNESS WHEREOF, the Corporation has caused this Certificate to be signed this 17th day of November, 2009.

 

THE FINOVA GROUP INC.
By:  

/s/    Richard A. Ross

  Name:   Richard A. Ross
  Title:   Senior Vice President, Chief Financial Officer and Treasurer

SIGNATURE PAGE TO THE FINOVA GROUP INC. CERTIFICATE OF DISSOLUTION