Attached files
file | filename |
---|---|
EX-99.3 - EXHIBIT 99.3 - Born, Inc. | tcln8k21010ex99_3.htm |
EX-99.1 - EXHIBIT 99.1 - Born, Inc. | tcln8k21010ex99_1.htm |
EX-99.4 - EXHIBIT 99.4 - Born, Inc. | tcln8k21010ex99_4.htm |
EX-99.2 - EXHIBIT 99.2 - Born, Inc. | tcln8k21010ex99_2.htm |
EX-23.1 - EXHIBIT 23.1 - Born, Inc. | tcln8k21010ex23_1.htm |
EX-10.1 - EXHIBIT 10.1 - Born, Inc. | tcln8k21010ex10_1.htm |
EX-23.2 - EXHIBIT 23.2 - Born, Inc. | tcln8k21010ex23_2.htm |
EX-2.1 - EXHIBIT 2.1 - Born, Inc. | tcln8k21010ex2_1.htm |
8-K - CURRENT REPORT ON FORM 8-K 02/10/2010 - Born, Inc. | tcln8k21010.htm |
ROSS
MILLER
Secretary
of State
204
North Carson Street, Suite 1
Carson
City, Nevada 89701-4520
(775)
684 5708
Website:
www.nvsos.gov
Articles
of Exchange
(PURSUANT
TO NRS 92A.200)
Page
1
USE
BLACK INK ONLY - DO NOT
HIGHLIGHT ABOVE
SPACE IS FOR OFFICE USE ONLY
Articles of
Exchange
(Pursuant
to NRS Chapter 92A - excluding 92A.200(4b))
|
1)
Name and jurisdiction of organization of each constituent entity (NRS
92A.200). If there are more than two constituent entities, check box and
attach an 8 1/2" x 11 '' blank sheet listing the entities continued from
article one.
|
|
ZenZuu
USA, Inc.
|
Name
of acquired entity
Nevada
|
Corporation
|
Jurisdiction
|
Entity
type*
|
Techs
Loanstar, Inc.
Nevada
|
Corporation
|
Jurisdiction
|
Entity
type*
|
|
2)
The undersigned declares that a plan of exchange has been adopted by each
constituent entity (NRS 92A.200).
|
*
Corporation, non-profit corporation, limited partnership, limited-liability
limited partnership, limited-liability company or business trust.
FILING
FEE: $350.00
Nevada
Secretary of State 92A Exchange Page 1
This
form must be accompanied by appropriate fees.
Revised:
10-16-09
ROSS
MILLER
Secretary
of State
204
North Carson Street, Suite 1
Carson
City, Nevada 89701-4520
(775)
684 5708
Website:
www.nvsos.gov
Articles
of Exchange
(PURSUANT
TO NRS 92A.200)
Page
2
USE
BLACK INK ONLY - DO NOT
HIGHLIGHT ABOVE
SPACE IS FOR OFFICE USE ONLY
|
3) Owner's approval (NRS
92A.200) (options a b or c must be used for each entity) (if there are
more than two
constituent entities, check box and attach an 8
1/2"' x 11 '' blank sheet listing the
entities continued
from article three):
|
|
(a)
Owner's approval was not required
from
|
Name of acquired
entity, if
applicable
Name of acquiring
entity, if
applicable
|
(b)
The plan was approved by the required consent of the owners of * ZenZuu USA,
Inc.
|
ZenZuu
USA, Inc.
Name of acquired
entity, if
applicable
Techs
Loanstar, Inc.
Name of acquiring
entity, if
applicable
* Unless otherwise provided in
the certificate of trust or governing instrument of a business trust, an
exchange must be approved by all the trustees and beneficial owners of each
business trust that is a constituent entity in the exchange.
Nevada
Secretary of State 92A Exchange Page 2
This
form must be accompanied by appropriate fees.
Revised:
10-16-09
ROSS
MILLER
Secretary
of State
204
North Carson Street, Suite 1
Carson
City, Nevada 89701-4520
(775)
684 5708
Website:
www.nvsos.gov
Articles
of Exchange
(PURSUANT
TO NRS 92A.200)
Page
3
USE
BLACK INK ONLY - DO NOT
HIGHLIGHT ABOVE
SPACE IS FOR OFFICE USE ONLY
|
(c)
Approval of plan of exchange for Nevada non-profit corporation (NRS
92A.160):
|
The plan
of exchange has been approved by the directors of the corporation and by each
public officer or other person whose approval of the plan of exchange is
required by the articles of incorporation of the domestic corporation and, or;
Name of
acquired entity, if
applicable
and,
or;
Name of
acquiring entity, if
applicable
4)
Location of Plan of Exchange (check a or b):
|
x
|
(a)
The entire plan of exchange is
attached;
|
or,
|
(b)
The entire plan of exchange is on file at the registered office of the
acquiring corporation, limited-liability company or business trust, or at
the records office address if a limited partnership, or other place of
business of the acquiring entity (NRS
92A.200).
|
Nevada
Secretary of State 92A Exchange Page 2
This
form must be accompanied by appropriate fees.
Revised:
10-16-09
ROSS
MILLER
Secretary
of State
204
North Carson Street, Suite 1
Carson
City, Nevada 89701-4520
(775)
684 5708
Website:
www.nvsos.gov
Articles
of Exchange
(PURSUANT
TO NRS 92A.200)
Page
4
USE
BLACK INK ONLY - DO NOT
HIGHLIGHT ABOVE
SPACE IS FOR OFFICE USE ONLY
|
5)
Effective date (optional)*:
|
|
6)
Signatures - Must be signed by: An officer of each Nevada corporation; All
general partners of each Nevada limited partnership; All general partners
of each Nevada limited-liability limited partnership; A manager of each
Nevada limited-liability company with managers or a member if there are no
managers; A trustee of each Nevada business trust (NRS
92A.230):**
|
blank
sheet listing the entities continued from article six.
ZenZuu
USA, Inc.
|
||
Name
of acquired entity
|
||
X
/s/ Henry Fong
|
President
|
2/17/10
|
Signature
|
Title
|
Date
|
Techs
Loanstar, Inc.
|
||
Name
of acquiring entity
|
||
X
/s/ Gary Pizzacalla
|
President
|
2/10/10
|
Signature
|
Title
|
Date
|
* An
exchange takes effect upon filing the articles of exchange or upon a later date
as specified in the articles, which must not be more than 90 days after the
articles are filed (NRS 92A.240).
**The
articles of exchange must be signed by each foreign constituent entity in the
manner provided by the law governing it (NRS 92A.230). Additional signature
blocks may be added to this page or as an attachment, as needed.
IMPORTANT: Failure to include
any of the above information and submit with the proper fees may cause this
filing to be rejected.
Nevada
Secretary of State 92A Exchange Page 2
This
form must be accompanied by appropriate fees.
Revised:
10-16-09
This form must be accompanied
by appropriate fees. Nevada Secretary of State 92A
Exchange Page 4 Revised:
10-16-09
|