Attached files
file | filename |
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8-K - Environmental Infrastructure Holdings Corp | v168825_8k.htm |
EX-2.1 - Environmental Infrastructure Holdings Corp | v168825_ex2-1.htm |
EX-3.2 - Environmental Infrastructure Holdings Corp | v168825_ex3-2.htm |
EX-99.1 - Environmental Infrastructure Holdings Corp | v168825_ex99-1.htm |
CERTIFICATE
OF INCORPORATION
OF
ENVIRONMENTAL
INFRASTRUCTURE HOLDINGS CORP.
FIRST: The
name of the corporation is: ENVIRONMENTAL INFRASTRUCTURE HOLDINGS
CORP.
SECOND: Its
registered office in the State of Delaware is located at 16192 Coastal Highway,
Lewes, Delaware 19958, County of Sussex. The registered agent in charge thereof
is Harvard Business Services, Inc.
THIRD: The
purpose of the corporation is to engage in any lawful activity for which
corporations may be organized under the General Corporation Law of
Delaware.
FOURTH: The
total number of shares of stock which the corporation is authorized to issue is
50,000,000 shares having a par value of $0.0001 per share.
FIFTH: The
business and affairs of the corporation shall be managed by or under the
direction of the board of directors, and the directors need not be elected by
ballot unless required by the bylaws of the corporation.
SIXTH: This
corporation shall be perpetual unless otherwise decided by a majority of the
Board of Directors.
SEVENTH: In
furtherance and not in limitation of the powers conferred by the laws of
Delaware, the board of directors is authorized to amend or repeal the
bylaws.
EIGHTH: The
corporation reserves the right to amend or repeal any provision in this
Certificate of Incorporation in the manner prescribed by the laws of
Delaware.
NINTH: The
incorporator is Catherine E. Wagner, whose mailing address is c/o Dilworth
Paxson LLP, 1500 Market Street, Suite 3500E, Philadelphia, PA 19102. The powers
of the incorporator are to file this certificate of incorporation, approve the
by-laws of the corporation and elect the initial directors.
TENTH: To
the fullest extent permitted by the Delaware General Corporation Law a director
of this corporation shall not be liable to the corporation or its stockholders
for monetary damages for breach of fiduciary duty as a director.
I,
Catherine E. Wagner, for the purpose of forming a corporation under the laws of
the State of Delaware do make and file this certificate, and do certify that the
facts herein stated are true; and have accordingly signed below, this 5th day of
November, 2009.
/s/ Catherine E. Wagner
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Catherine
E. Wagner, Incorporator
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