Metromile, Inc. - FORM S-1 - EX-3.1(B) - CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION, FILED JUNE 27, 2019 - July 30, 2020

Attached files

file filename
EX-99.5 - CONSENT OF SHEILA NICOLL - Metromile, Inc.fs12020ex99-5_insuacqui2.htm
EX-99.4 - CONSENT OF SASSON POSSNER - Metromile, Inc.fs12020ex99-4_insuacqui2.htm
EX-99.3 - CONSENT OF JOHN CHRYSTAL - Metromile, Inc.fs12020ex99-3_insuacqui2.htm
EX-99.2 - FORM OF COMPENSATION COMMITTEE CHARTER - Metromile, Inc.fs12020ex99-2_insuacqui2.htm
EX-99.1 - FORM OF AUDIT COMMITTEE CHARTER - Metromile, Inc.fs12020ex99-1_insuacqui2.htm
EX-23.1 - CONSENT OF GRANT THORNTON LLP - Metromile, Inc.fs12020ex23-1_insuacqui2.htm
EX-14.1 - CODE OF BUSINESS CONDUCT AND ETHICS - Metromile, Inc.fs12020ex14-1_insuacqui2.htm
EX-10.8 - LOAN COMMITMENT AGREEMENT BETWEEN THE REGISTRANT AND INSURANCE ACQUISITION SPONS - Metromile, Inc.fs12020ex10-8_insuacqui2.htm
EX-10.7 - FORM OF ADMINISTRATIVE SERVICES AGREEMENT - Metromile, Inc.fs12020ex10-7_insuacqui2.htm
EX-10.6 - PROMISSORY NOTE FOR EXPENSES PRIOR TO INITIAL PUBLIC OFFERING EXPENSES FROM COHE - Metromile, Inc.fs12020ex10-6_insuacqui2.htm
EX-10.5 - FORM OF INDEMNITY AGREEMENT - Metromile, Inc.fs12020ex10-5_insuacqui2.htm
EX-10.4 - FORM OF LETTER AGREEMENT BY AND BETWEEN THE REGISTRANT, THE REGISTRANT'S SECURIT - Metromile, Inc.fs12020ex10-4_insuacqui2.htm
EX-10.3(B) - FORM OF PLACEMENT UNIT SUBSCRIPTION AGREEMENT WITH CANTOR FITZGERALD & CO - Metromile, Inc.fs12020ex10-3b_insuacqui2.htm
EX-10.3(A) - FORM OF PLACEMENT UNIT SUBSCRIPTION AGREEMENT WITH INSURANCE ACQUISITION SPONSOR - Metromile, Inc.fs12020ex10-3a_insuacqui2.htm
EX-10.2 - FORM OF REGISTRATION RIGHTS AGREEMENT AMONG THE REGISTRANT AND SECURITY HOLDERS - Metromile, Inc.fs12020ex10-2_insuacqui2.htm
EX-4.4 - FORM OF WARRANT AGREEMENT BETWEEN CONTINENTAL STOCK TRANSFER & TRUST COMPANY AND - Metromile, Inc.fs12020ex4-4_insuacqui2.htm
EX-4.2 - SPECIMEN COMMON STOCK CERTIFICATE - Metromile, Inc.fs12020ex4-2_insuacqui2.htm
EX-4.1 - SPECIMEN UNIT CERTIFICATE - Metromile, Inc.fs12020ex4-1_insuacqui2.htm
EX-3.2(B) - FORM OF AMENDED AND RESTATED BYLAWS - Metromile, Inc.fs12020ex3-2b_insuacqui2.htm
EX-3.2(A) - BYLAWS - Metromile, Inc.fs12020ex3-2a_insuacqui2.htm
EX-3.1(E) - FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION - Metromile, Inc.fs12020ex3-1e_insuacqui2.htm
EX-3.1(D) - CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION, FILED JULY 28, 2020 - Metromile, Inc.fs12020ex3-1d_insuacqui2.htm
EX-3.1(C) - CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION, FILED JUNE 23, 2020 - Metromile, Inc.fs12020ex3-1c_insuacqui2.htm
EX-3.1(A) - CERTIFICATE OF INCORPORATION FILED OCTOBER 11, 2018 - Metromile, Inc.fs12020ex3-1a_insuacqui2.htm
S-1 - REGISTRATION STATEMENT - Metromile, Inc.fs12020_insuacqui2.htm

Exhibit 3.1(b)

 

 

State of Delaware

Secretary of State

Division of Corporations

Delivered 12:09 PM 06/27/2019

FILED 12:09 PM 06/27/2019

SR 20195698877 - File Number 7096651

 

CERTIFICATE OF AMENDMENT

OF

CERTIFICATE OF INCORPORATION

OF

HC MERGER CORP.

 

HC Merger Corp. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware, hereby certifies as follows:

 

1.This Certificate of Amendment (the “Certificate of Amendment”) amends the provisions of the Corporation’s Certificate of Incorporation filed with the Secretary of State on October 11, 2018 (the “Certificate of Incorporation”).

 

2.Article 1 of the Certificate of Incorporation is hereby amended and restated in its entirety as follows:

 

“FIRST. The name of this corporation is INSURANCE ACQUISITION CORP. II (the “Corporation”).”

 

3.This amendment was duly adopted in accordance with the provisions of Sections 228 and 242 of the General Corporation Law of the State of Delaware.

 

4.All other provisions of the Certificate of Incorporation shall remain in full force and effect.

 

 

 

IN WITNESS WHEREOF, the Corporation has caused this Certificate of Amendment to be duly executed in its name and on its behalf as of the 19th day of June, 2019.

 

  By: /s/ John Butler
  Name:   John Butler
  Title: Chief Executive Officer and President

 

[Signature page to Certificate of Amendment to Certificate of Incorporation]

 

 

 

 

 

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