HomeMy WebLinkAbout5975 , ~ . s ~ 245695
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l,,` • 1IlED AyD P.ECOROEO
j iT. lt~C1E COJMTY FIA.
~.•C" ~ ROCEi~ ~0~*RAS .
~ CIERK CI~CIIT COURT
RECORn VER~FtED ~
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l, Secretary of State of the State of New Jersey, DO HEREBY CERTIFY that the records
of this ofCce show that there was filed in this office on Uecember 19. 1972, a Certificate of Merger
which included a Pian of ~terger, merging
ENIAY CHE1~fICAL COtiiPANY, a Delaware corporation
ESSO CHEMICAL COMPANY INC., a Delaware corporation, and
HUINBLE OIL & REFINING COhiPANY, a Delaware corporation, into
EXXON CORPORATION, a New lersey corporation, the surviving corporation
! FURTHER CERTIFY that tl~e following are exact excerpts from said Plan of Merger
' ` "The name, identity, existence, purposes, powers, objects, franchises, privileges, rights
and immunities of Exxon Corporation shall continue in effect and unimpaired by tlte
merger, and the corporate franchises, existence and rights of Humble Oil & Refining
; Company. Esso Chemical Company Inc. and Enjay Chemical Company shall be merged
~ into Exxon Corporation, as the surviving corporation, and: (i) Exxon Corporation shap
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; possess all tiie rights, p~ivileges, powers, immunities, pu~poses and franchises, bot pu lic
~ an~i private, of Humble Oil & Refining Company, Esso Chemical Company Inc. and
~ Enjay Chemical Company; Iii1 all reai pro~~erty and personal property, tengible and
= intangible, of every kind and description, belonging to Numble Oil & Refining Company.
E Esso Chemicaj Company Inc. or Enjay Chemical Company shall be vested in Exxon
~ Corporation without furtl~er act ~?r deed; Iiii) tlie title of all real estate or any interest
~ therein vested in Humble Oil & Re~ning Company, Esso Chemical Company inc. or
~ Enjay Chemicai Company shall not revert or be in any way impaired by reason of such
~ merger; (iv) Exxon Corporation shall be liable for all the obligations and liabilities of
~ Humble Oil & Refining Company, Esso Cl~emical Company inc. and Enjay Chemical
~ Company and each of them; (v' any claim existing or action or proceeding pending by or
~ against Humble Oii & Refining Co~npany, Esso Chemical Company Ine. or Enjay Chemical
~ Company may be enforced as if such merger had not taken place; and (vi) neither the
~ rights of creditors nor any liens, upon, or security interests in, the property of Humble
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r Oil & Refining Company, Esso Chemical Company Inc. or Enjay Chemical Company shall
~ be impaired by such merger, and
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~ "The merger shall become effective as of the beginning of January 1~ 1973, so that
~ Humble Oil & Refining Company, Essu Cl~emical Company Inc. and Enjay Chemical
` Company shall each continue its separate existence for all purposes throughout the entire
r~ calendar year 197~but each shall be merged into Exxon Corporation for all purposes
throughout the entire calendar year 1973 and thereafter."
= IN TESTINONY WHEREOF, f have
hereunto set my hand and affixetl
my Official Seal at Trenton, this
I__ < 19th day of December, A.D. 1972
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