Minimum Fee $25.00 (See §1401) NONPROFIT CORPORATION STATE OF MAINE (Merger of Domestic and Foreign Corporations) ARTICLES OF MERGER ______________________________________ A corporation organized under the laws of __________________________ INTO _____________________ Deputy Secretary of State ______________________________________ A corporation organized under the laws of __________________________ A True Copy When Attested By Signature Pursuant to 13-B MRSA §906, the preceding corporations execute and deliver the following Articles of Merger: _____________________ Deputy Secretary of State FIRST: If the surviving corporation is a Maine corporation, complete the following: public benefit corporation mutual benefit corporation ("X" one box only.) The laws of the State(s) of _________________________________, under which the foreign corporation(s) is (are) organized, permit such merger and said corporation(s) has (have) complied with the applicable provisions of such laws. The name of the surviving corporation is ____________________________________________________________ and it is to be governed by the laws of the State of ___________________________. If such corporation is to be governed by the laws of a State other than Maine, the corporation agrees that it may be served with process in the State of Maine in any proceeding for the enforcement of any obligation of any domestic corporation which is a party to such merger. The corporation irrevocably appoints the Secretary of State of Maine as its agent to accept service of process in any such proceedings and the address to which the Secretary of State shall mail a copy of any process in such proceeding is ________________________________________________________________________________. The plan of merger is set forth in Exhibit ___ attached hereto and made a part hereof. ("X" one box only.) As to the domestic corporation, the plan of merger was adopted in the following manner: Name of Corporation ______________________________________________________________________ By the members at a meeting on (date) _________________________, at which a quorum was present and such plan received at least a majority of the votes which members were entitled to cast. If the Articles of Incorporation require more than a majority vote, by the members at a meeting on (date) _________________________, and such plan received at least the percentage of votes of the members required by the Articles of Incorporation. By the written consent of all members entitled to vote with _________________________, without resolution of the board of directors. respect thereto, dated SECOND: THIRD: FOURTH: FIFTH: There being no members, or no members entitled to vote thereon, the plan was adopted by a majority vote of the board of directors in office at a meeting held on _________________________. American LegalNet, Inc. www.FormsWorkFlow.com SIXTH: The address of the registered office of the surviving corporation in the State of Maine is* ______________________ ______________________________________________________________________________________________. (street, city, state and zip code) The address of the registered office of the merged corporation in the State of Maine is * ________________________ ______________________________________________________________________________________________. (street, city, state and zip code) SEVENTH: Effective date of the merger (if later than date of filing of Articles) is ______________________________________. (Not to exceed 60 days from date of filing of the Articles) DATED _________________________ ___________________________________________________ (surviving corporation) MUST BE COMPLETED FOR VOTE OF MEMBERS I certify that I have custody of the minutes showing the above action by the members. ____________________________________________ (name of corporation) **By __________________________________________________ (signature) ___________________________________________________ (type or print name and capacity) **By __________________________________________________ (signature) ____________________________________________ (signature of clerk, secretary or asst. secretary) ___________________________________________________ (type or print name and capacity) DATED _________________________ ___________________________________________________ (merged corporation) **By __________________________________________________ MUST BE COMPLETED FOR VOTE OF MEMBERS I certify that I have custody of the minutes showing the above action by the members. ____________________________________________ (name of corporation) (signature) ___________________________________________________ (type or print name and capacity) **By __________________________________________________ (signature) ____________________________________________ (signature of clerk, secretary or asst. secretary) ___________________________________________________ (type or print name and capacity) *Must provide address of registered office in Maine. If the corporation does not have a registered office in Maine, the address given should be the principal or registered office wherever located. **This document MUST be signed by any duly authorized officer. (13-B MRSA §104.1.B) Please remit your payment made payable to the Maine Secretary of State. SUBMIT COMPLETED FORMS TO: CORPORATE EXAMINING SECTION, SECRETARY OF STATE, 101 STATE HOUSE STATION, AUGUSTA, ME 04333-0101 TEL. (207) 624-7752 FORM NO. MNPCA-10C Rev. 8/23/2006 American LegalNet, Inc. www.FormsWorkFlow.com Filer Contact Cover Letter To: Department of the Secretary of State Division of Corporations, UCC and Commissions 101 State House Station Augusta, ME 04333-0101 Tel. (207) 624-7752 Name of Entity (s): _______________________________________________________________________ _______________________________________________________________________ List type of filing(s) enclosed (i.e. Articles of Incorporation, Articles of Merger, Articles of Amendment, Certificate of Correction, etc.) Attach additional pages as needed. ________________________________________________________________________ ________________________________________________________________________ Special handling request(s): (check all that apply) Hold for pick up Expedited filing - 24 hour service ($50 additional filing fee per entity, per service) Expedited filing - Immediate service ($100 additional filing fee per entity, per service) Total filing fe