Attached files
Exhibit 3.1
State of Delaware
Secretary of State
Division of Corporations
Delivered 11:41 PM 02/11/2011
FILED 08:08 PM 02/11/2011
SRV 110116282 - 4539115 FILE
STATE OF DELAWARE CERTIFICATE OF OWNERSHIP
MERGING
CONSUMER CAPITAL GROUP INC. (a Delaware Corporation)
INTO
MONDAS MINERALS CORP. (a Delaware Corporation)
Subsidiary into Parent Under Section 253
Pursuant to Section 253 of the General Corporation Law of Delaware, MONDAS
MINERALS CORP., a corporation incorporated on the 25th day of April, 2008,
pursuant to the provisions of the General Corporation Law of the State of
Delaware;
DOES HEREBY CERTIFY that this corporation owns 100% of the capital stock of
CONSUMER CAPITAL GROUP INC., a corporation incorporated on the 7th day of
January, 2011 and its wholly-owned subsidiary, pursuant to the provisions of the
General Corporation Law of the State of Delaware , and that this corporation, by
a resolution of its Board of Directors duly adopted at a meeting held on the 7th
day of January, 2011, determined to and did merge into itself said wholly-owned
subsidiary, which resolution is in the following words to wit:
WHEREAS this corporation lawfully owns 100% of the outstanding stock of
CONSUMER CAPITAL GROUP INC., a newly formed corporation organized and existing
under the laws of the State of Delaware and its wholly-owned subsidiary; and
WHEREAS this corporation desires to merge into itself the said corporation
and wholly- owned subsidiary, and to be possessed of all the estate, property,
rights, privileges and franchises of said corporation and wholly-owned
subsidiary;
NOW, THEREFORE, BE IT RESOLVED, that this corporation merge into itself
said corporation and wholly-owned subsidiary and assumes all of its liabilities
and obligations; and
FURTHER RESOLVED that the corporation hereby relinquishes its corporate
name and assumes in place thereof the came "CONSUMER CAPITAL GROUP INC.";
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 corporation and wholly-owned
subsidiary 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 anyway 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
17th day of February 2011.
By: /s/ Jack Gao
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Jack Gao
Chief Executive Office