Delaware Division of Corporations 401 Federal Street – Suite 4 Dover, DE 19901 Phone: 302-739-3073 Fax: 302-739-3812 Certificate of Conversion from a Delaware Corporation to a Non-Delaware Entity Dear Sir or Madam: Enclosed please find a form for a Certificate of Conversion from a Delaware Corporation to a Non-Delaware Entity. The fee to file the Certificate of Conversion is $179.00 for a 1 page document. Please add $9.00 for each additional page. You will receive a certified copy of your document. Expedited services are available please contact our office concerning these fees. Delaware entities converting to any other NonDelaware entity must also pay all applicable taxes. Please contact our Franchise Tax Department for assistance. Please make any check payable to “Delaware Secretary of State”. In order to process your request in a timely manner, please include a cover letter with your name, address and telephone/fax number to enable us to contact you if necessary. For your convenience a cover sheet is available at the following link. http://www.state.de.us/corp/filingmemo.pdf. Please make sure you thoroughly complete all information requested on these forms. It is important that the execution be legible, we request that you print or type your name under the signature line. Thank you for choosing Delaware as your corporate home. Should you require further assistance in this or any other matter, please don’t hesitate to call us at (302) 7393073. Sincerely, Department of State Division of Corporations Rev 09/05 American LegalNet, Inc. www.USCourtForms.com STATE OF DELAWARE CERTIFICATE OF CONVERSION FROM A DELAWARE CORPORATION TO A NON-DELAWARE ENTITY PURSUANT SECTION 266 OF THE GENERAL CORPORATION LAW 1.) The name of the Corporation is_______________________________________ ________________________________________. (If changed, the name under which it’s certificate of incorporation was originally filed was_______________________________________________________________.) 2.) The date of filing of its original certificate of incorporation with the Secretary of State is __________________________________________. 3.) The jurisdiction to which the corporation shall convert to is ______________________ and the name under which the entity shall be known as is ____________________________________________________________________. 4.) The conversion has been approved in accordance with this section; 5.) The corporation may be served with process in the State of Delaware in any action, suit or proceeding for enforcement of any obligation of the corporation arising while it was a corporation of the State of Delaware, and that it irrevocably appoints the Secretary of State as its agent to accept service of process in any such action, suit or proceeding. 6.) The address to which a copy of the process shall be mailed to by the Secretary of State is______________________________________________________________ ____________________________________________________________________. In Witness Whereof, the undersigned have executed this Certificate of Conversion on this ___________day of ___________, A.D. ___________. By: _________________________ Authorized Officer Name: _________________________ Print or Type Name and Title American LegalNet, Inc. www.USCourtForms.com