The Surviving Corporation. Section 3.01.
The Surviving Corporation. 2 Section 2.1. Certificate of Incorporation..........................................................2 Section 2.2. By-Laws...............................................................................2 Section 2.3. Directors and Officers of Surviving Corporation.......................................2 ARTICLE III.
The Surviving Corporation. 8 SECTION 2.01
The Surviving Corporation. The Surviving Corporation shall succeed to all of the rights, privileges, immunities and franchises of Merger Sub, all of the properties and assets of Merger Sub and all of the debts, choses in action and other interests due or belonging to Merger Sub and shall be subject to, and responsible for, all of the debts, liabilities and obligations of Merger Sub with the effect set forth in the Florida Act.
The Surviving Corporation. 9 Section 2.01 Certificate of Incorporation; Bylaws..............................................................9 Section 2.02
The Surviving Corporation. (a) The Articles of Incorporation of the Parent, in effect immediately prior to the Effective Time, shall be the Articles of Incorporation of the Surviving Corporation, unless and until thereafter amended in accordance with its terms and applicable law, except that Article First of the Surviving Corporation’s Articles of Incorporation shall be amended to change the Surviving Corporation’s name to “Curaxis Pharmaceutical Corporation.” The bylaws of the Parent, in effect immediately prior to the Effective Time, shall be the bylaws of the Surviving Corporation, unless and until thereafter amended in accordance with applicable law.
The Surviving Corporation. 5 SECTION 2.1 Articles of Incorporation ............................................ 5 SECTION 2.2 Bylaws ............................................................... 6
The Surviving Corporation. 1.6.1. The certificate of incorporation of the Company in effect at the Effective Time shall be the certificate of incorporation of the Surviving Corporation until amended in accordance with applicable Law.
The Surviving Corporation. Upon the terms and subject to the conditions of this Agreement and in accordance with the Hawaii Business Corporation Act (the "Hawaii Law"), and the Delaware General Corporation Law of the State of Delaware (the "Delaware Law"), at the Effective Time (as defined below), HNWC shall be merged with and into Merger Sub. As a result of the Merger, the separate corporate existence of HNWC shall cease and Merger Sub shall continue as the surviving corporation in the Merger (the "Surviving Corporation").
The Surviving Corporation. 2 Section 2.1 Certificate of Incorporation..............................................2 Section 2.2 By-Laws...................................................................2 Section 2.3 Board of Directors; Officers..............................................2 Section 2.4 Effects of Merger.........................................................2
