COURT COUNTY .OF. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ......... .. : Index No. Filing Fee $150.00 : STATE OF MAINE Plaintiff(s) -against- Calendar No. : JUDICIAL SUBPOENA : ARTICLES/CERTIFICATE OF INTER-ENTITY CONSOLIDATION : : _____________________ Deputy Secretary of State Defendant(s) : ...................................................... Pursuant to 31 MRSA §417 and/or 31 MRSA §741-A, as applicable, the required number of owners of each participating business entity approved a written agreement or plan of consolidationPEOPLEundersigned business entities, adopt the THE and the OF THE STATE OF NEW YORK following Articles/Certificate of Consolidation: A True Copy When Attested By Signature _____________________ Deputy Secretary of State TO FIRST: The participating business entities and jurisdictions: GREETINGS: Name of Business Entity Type of Business Entity Jurisdiction WE COMMAND YOU, that all business and excuses being laid aside, you and each of you attend before _______________________________________________________________________________________________ , the Honorable at the Court located at County of_______________________________________________________________________________________________ in room , on the day of , 20 , at o'clock in the noon, and at any recessed or adjourned date, to testify and give evidence as a witness in this action on the part of the _______________________________________________________________________________________________ _______________________________________________________________________________________________ (Use additional sheets if necessary.) Your failure to comply with this subpoena is punishable as a contempt of court and will make you liable to the The resulting business entity and jurisdiction: SECOND: party on whose behalf this subpoena was issued for a maximum penalty of $50 and all damages sustained as a result of your failure to comply. Name of Business Entity Witness, Honorable Court in County, Type of Business Entity Jurisdiction , one of the Justices of the _______________________________________________________________________________________________ THIRD: day of , 20 A written agreement or plan of consolidation has been adopted and approved and executed by each business entity that is a party to the consolidation. (Attorney must sign above and type name below) The resulting entity is not a corporation and the executed agreement or plan of consolidation is on file at the principal place of business of the resulting business entity. A copy of the agreement or plan of consolidation will be furnished by the resulting entity, on request and without cost, to any record owner of interests in any business entity that participated in the consolidation. The address of such place of business is Attorney(s) for as follows: _______________________________________________________________________________________________ _______________________________________________________________________________________________ Office and P.O. Address FOURTH: If the resulting business entity is not organized under the laws of this State, the survivor: Agrees that it may be served with process in this State in a proceeding for enforcement of an (1) Telephone No.: obligation of a party to the consolidation that was organized under the laws of this State, as well as for Facsimile No.: enforcement of an obligation of the resulting business entity arising from the consolidation; and FORM NO. CONS (1 of 3) E-Mail Address: Mobile Tel. No.: American LegalNet, Inc. www.USCourtForms.com COURT COUNTY .OF. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ......... .. : Index No. Appoints the Secretary of State as its agent : service of process in any such proceeding and the for (2) Calendar No. resulting business entity shall specify the address to which a copy of the process must be mailed by the : Secretary of State. Please list such address. JUDICIAL SUBPOENA Plaintiff(s) -against_______________________________________________________________________________________ : _______________________________________________________________________________________ : FIFTH: All of the statements required to be set forth in the organizing documents for the resulting business entity are attached : as Exhibit ___. The appropriate form (MLPA-6-1 Certificate of Limited Partnership) or (MLLC-6-1 Articles of Organization of Limited Liability Company) must be attached. : Defendant(s) ...................................................... SIXTH: The future effective date of the consolidation (if other than date of filing of the Articles/Certificate) is ______________________ (Not to exceed 60 days from date of filing of the Articles/Certificate) THE PEOPLE OF THE STATE OF NEW YORK SEVENTH: TO The consolidation was effected in compliance with the laws applicable to consolidations of all parties to the consolidation. There is an agreement that the resulting corporation or other business entity shall continue to comply with all provisions of all laws applicable to consolidations of all parties to the consolidation, including, without limitation, provisions on payment GREETINGS: of amounts to which dissenting shareholders are entitled. EIGHTH: WE COMMAND YOU, that all business and excuses being laid aside, you and each of you attend before Must Be Completed By The Resulting Business Entity , the Honorable at the Court located at County of The Undersigned Hereby Accepts The Appointment As Registered Agent For The Resulting Business Entity. in room , on the day of , 20 , at o'clock in the noon, and at any recessed or adjourned date, to testify and give evidence as a witness in this action on the part of the DATED __________________________ REGISTERED AGENT __________________________________________________ ___________________________________________________ Your failure to comply with this subpoena is punishable as a contempt of court and will make you liable to (signature) (type or print name) the party on whose behalf this subpoena was issued for a maximum penalty of $50 and all damages sustained as a result of your failure to comply. For Registered Agent which is a Corporation Witness, Honorable , one of the Justices of the Name of Corporation ____________________________________________________________________________________________ Court in County, day of , 20 By _______________________________________________ (authorized signature) ___________________________________________________ (type or print name and capacity) (Attorney must sign above and type name below) Attorney(s) for Must Be Completed By The First Participant To The Consolidation _______________________________________________________________________ (name and type of participating business entity) _____________________________ (dated) ___________________________________________________ (authorized signature) Office and P.O. Address ___________________________________________ ___________________________________________________ (authorized signature) ___________________________________________ Telephone No.: (type Facsimile No.: or print name and capacity) E-Mail Address: Mobile Tel. No.: FORM NO. CONS (2 of 3) (type or print name and capacity) American LegalNet, Inc. www.USCourtForms.com COURT COUNTY .OF. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ......... .. : Index No. : Calendar No. Must Be Completed By The Second Participant To The Consolidation : JUDICIAL SUBPOENA Plaintiff(s) _______________________________________________________________________ : (name and type of -against- business entity) participating ___________________________________________________ (authorized signature) _____________________________ (dated) :___________________________________________ (type or print name and capacity) ___________________________________________________ (authorized signature) Defendant(s) : ___________________________________________ (type or print name and capacity) : ...................................................... Must Be Completed By The Third Participant To The Consolidation THE PEOPLE OF THE STATE OF NEW YORK _______________________________________________________________________ (name and type of participating business entity) TO ___________________________________________________ (authorized signature) _____________________________ (dated) ___________________________________________ (type or print name and capacity) GREETINGS: ___________________________________________________ ___________________________________________ (authorized signature) that all business and excuses being laid aside, youprint name andyou attend before (type or and each of capacity) WE COMMAND YOU, , the Honorable at the Court (Copy this page, and modify participant number, if more signature spaces are needed.) located at County of in room , on the day of , 20 , at o'clock in the noon, and at any recessed Instructions as a Required action on the or adjourned date, to testify and give evidence Forwitness in thisSignatures part of the Resulting Business Entity The Registered Agent must complete an acceptance ofsubpoena is form. Your failure to comply with this appointment punishable as a contempt of court and will make you liable to the party on whose behalf this subpoena was issued for a maximum penalty of $50 and all damages sustained as a Limited Partnerships to comply. result of your failure If this is a limited partnership, this document MUST be signed by Witness, Honorable , one of the Justices of the (1) at least one general partner OR County, day of , 20 any in (2) Courtduly authorized person. The execution of this certificate constitutes an oath or affirmation, under the penalties of false swearing under Title 17-A, section 453. Limited Liability Companies (Attorney must sign above and type name below) If this is a limited liability company, this document MUST be signed by (1) at least one manager OR Attorney(s) for (2) at least one member if the limited liability company is managed by the members OR (3) any duly authorized person. The execution of this certificate constitutes an oath or affirmation, under the penalties of false swearing under Title 17-A, section 453. Office and P.O. Address _____________________________________________________________________________________________________________ Telephone No.: Facsimile No.: SUBMIT COMPLETED FORMS TO: CORPORATE EXAMINING E-Mail Address: SECTION, SECRETARY OF STATE, 101 STATE HOUSE STATION, AUGUSTA, ME 04333-0101 Mobile Tel. No.: Please remit your payment made payable to the Maine Secretary of State. FORM NO. CONS (3 of 3) Rev. 7/1/2003 TEL. (207) 624-7740 American LegalNet, Inc. www.USCourtForms.com