200109681 - Laserfiche WebLink

Browse

A0559516 200109681 - M22 2 ua-✓ Aa G aENT OF MERGER OF BRENTON MORTGAGES, INC. AND WELLS FARGO HOME MORTGAGE, INC., FILED DW- 1-1 the Office of the Secretary of Stato of the State of Caliia * FEB 01. Fool (31!L im -es, W, orswe EFFECTIVE DATE MAR 0 1 ?001 AGREEMENT OF MERGER entered into on January 26, 2001 by Brenton Mortgages, Inc. and Wells Fargo Home Mortgage, Inc. as approved by the Board of Directors of each of said corporations: 1. Brenton Mortgages, Inc., which is a corporation incorporated in the State of Iowa, and which is sometimes hereinafter referred to as the "disappearing corporation ", shall be merged with and into Wells Fargo Home Mortgage, Inc., which is a corporation incorporated in the State of California, and which is sometimes hereinafter referred to as the "surviving corporation". The laws of the jurisdiction of incorporation of the disappearing corporation permit the' merger of a business corporation of said jurisdiction with and into a business corporation of another jurisdiction. 2. 'Me separate existence of the disappearing corporation shall cease upon the effective date of the merger in accordance with the provisions of the laws of the jurisdiction of incorporation of said corporation. 3. The surviving corporation shall continue its existence under its present name pursuant to the provisions of the General Corporation Law of the State of California. 4. The Articles of incorporation of the clarviving corporation upon the effective date of the merger in the State of California shall be the Articles of Incorporation of said surviving corporation and shall continue in full force and effect until amended and changed in the manner prescribed by the provisions of the General Corporation Law of the State of California. 5. The bylaws of the surviving ;orporation upon the effective date of the merger in the State of California shall be the bylaws of said surviving corporation and shall continue in full force and effect until changed, altered or amended as therein provided and in the manner prescribed by the provisions of the General Corporation Law of the State of California. 6. The directors and officers in office of the surviving corporation upon the effective date of the merger in the State of California shall continue to be the members of the Board of Directors and the officers of the surviving corporation, all of whom shall hold their directorships and offices until the election, choice, and qualification of their respective successors or until their tenure ip otherwise terminated in accordance with the bylaws of the surviving corporation. CA DC D•:AGREEMENT OF MERGER OF FAD 1 V96.1 ('1537)