Certificate of Incorporation (2011)Full Document 

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CERTIFICATE OF INCORPORATION

OF

LAIDLAW MEDICAL TRANSPORTATION, INC.

1. The name of the corporation is:

LAIDLAW MEDICAL TRANSPORTATION, INC.

2. The address of its registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, in the City of Wilmington, County of New Castle. The name of its registered agent at such address is The Corporation Trust Company.

3. The nature of the business or purposes to be conducted or promoted is to engage in any lawful act or activity for which corporations may be organized under the General Corporation Law of Delaware.

4. The total number of shares of stock which the corporation shall have authority to issue is One Hundred (100) all of such shares shall be without par value.

5. The board of directors is authorized to make, alter or repeal the by-laws of the corporation. Election of directors need not be by written ballot.

6. The name and mailing address of the incorporator is:

M. C. Kinnamon

Corporation Trust Center

1209 Orange Street

Wilmington, Delaware 19801

I, THE UNDERSIGNED, being the incorporator hereinbefore named, for the purpose of forming a corporation pursuant to the General Corporation Law of Delaware, do make this certificate, hereby declaring and certifying that this is my act and deed and the facts herein stated are true, and accordingly have hereunto set my hand this 18th day of March, 1993.

/s/ M. C. Kinnamon

M. C. Kinnamon



CERTIFICATE OF AMENDMENT

OF

CERTIFICATE OF INCORPORATION

BEFORE PAYMENT OF CAPITAL

OF

LAIDLAW MEDICAL TRANSPORTATION, INC.

I, the undersigned, being the sole incorporator of LAIDLAW MEDICAL TRANSPORTATION, INC. a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware

DO HEREBY CERTIFY:

FIRST: That Article 4. of the Certificate of Incorporation be and it hereby is amended to read as follows:

The total number of shares of stock which the corporation shall have authority to issue is One Hundred (100) and the par value of each of such shares is one Dollar ($1.00) amounting in the aggregate to One Hundred Dollars ($100.00).

SECOND: That the corporation has not received any payment for any of its stock.

THIRD: That the amendment was duly adopted in accordance with the provisions of section 241 of the General Corporation Law of the State of Delaware.

IN WITNESS WHEREOF, I have signed this certificate this 7th day of April, 1993.

/s/ M. C. Kinnamon

M. C. Kinnamon



CERTIFICATE OF OWNERSHIP AND MERGER

MERGING

Chair There North, Inc.

Belle River, Inc.

Lifeline Medical Transportation, Inc.

Express Paratransit, Inc.

The 4th Party, Inc.

INTO

LAIDLAW MEDICAL TRANSPORTATION, INC.

* * * *

Laidlaw Medical Transportation, Inc, a corporation organized and existing under the laws of Delaware,

DOES HEREBY CERTIFY:

FIRST: That this corporation was incorporated on the 18th day of March, 1993, pursuant to the General Corporate Law of the State of Delaware; the provisions of which permit the merger of a subsidiary corporation of another state into a parent corporation organized and existing under the laws of the said state.

SECOND: That this corporation owns all of the outstanding shares of the stock of Chair There North, Inc, a corporation incorporated on the 22nd day of January, 1979, pursuant to the Business Corporation Law of the State of California.

THIRD: That this corporation owns all of the outstanding shares of the stock of Belle River, Inc, a corporation incorporated on the 5th day of May, 1986, pursuant to the Business Corporation Law of the State of California.

FOURTH: That this corporation owns all of the outstanding shares of the stock of Lifeline Medical Transportation, Inc., a corporation incorporated on the 20th day of May, 1986, pursuant to the Business Corporation Law of the State of California.

FIFTH: That this corporation owns all of the outstanding shares of the stock of Express Paratransit, Inc., a corporation incorporated on the 18th day of November, 1992, pursuant to the Business Corporation Law of the State of California.



SIXTH: That this corporation owns all of the outstanding shares of the stock of The 4th Party, Inc., a corporation incorporated on the 27th day of February, 1981, pursuant to the Business Corporation law of the State of Missouri.

SEVENTH: That this corporation, by the following resolutions of its Board of Directors, duly adopted by unanimous written consent of its members, filed with the minutes of the Board on the L1 ay of August, 1994, determined to and did merge into self said Chair There North, Inc., Belle River, Inc., Lifeline Medical Transportation, Inc., Express Paratransit, Inc. and The 4th Party, Inc.:

"RESOLVED, that Laidlaw Medical Transportation, Inc. merge, and it hereby does merge into itself Chair There North, Inc., Belle River, Inc., Lifeline Medical Transportation, Inc., Express Paratransit, Inc. and The 4th Party, Inc., and assumes all of their obligations; and

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