Quarterly Report — Form 10-Q Filing Table of Contents
Document/ExhibitDescriptionPagesSize
1: 10-Q Quarterly Report HTML 221K
2: EX-3.1 Articles of Incorporation/Organization or By-Laws HTML 12K
3: EX-31.1 Certification per Sarbanes-Oxley Act (Section 302) HTML 14K
4: EX-31.2 Certification per Sarbanes-Oxley Act (Section 302) HTML 14K
5: EX-32.1 Certification per Sarbanes-Oxley Act (Section 906) HTML 9K
6: EX-32.2 Certification per Sarbanes-Oxley Act (Section 906) HTML 9K
EX-3.1 — Articles of Incorporation/Organization or By-Laws
Fiberstars,
Inc., a corporation organized and existing under the laws of Delaware (the
“Company”), does hereby certify:
FIRST:
That the Company owns all of the outstanding shares of the only class of stock
of Energy Focus, Inc., a Delaware corporation (“Merger Sub”).
SECOND:
That the Company, by the following resolutions of its Board of Directors, at
a
meeting held on April 19, 2007 and unanimously adopted by the Board of Directors
of the Company, determined to merge Merger Sub into itself (the
“Merger”):
RESOLVED,
that Merger Sub be merged into the Company and that, upon the effectiveness
of
the Merger, the Company shall assume all of the liabilities and obligations
of
Merger Sub.
RESOLVED,
that, upon effectiveness of the Merger, Article I of the Certificate of
Incorporation of the Company, shall be amended to read as follows:
“ARTICLE
I
The
name
of this corporation is Energy
Focus, Inc. (the
“Corporation”).”
RESOLVED,
that the officers of the Company be, and they hereby are, directed to make
and
execute a Certificate of Ownership and Merger setting forth a copy of the
resolutions to the Merger and to change the name of the Corporation, and the
date of adoption thereof, and to cause the same to be filed with the Secretary
of State of the State of Delaware and to do all acts and things whatsoever,
whether within or without the State of Delaware, that may be necessary or proper
to effect the Merger and change of name.
THIRD:
This Certificate of Ownership and Merger shall become effective at 12:01 am
on
May 8, 2007.
IN
WITNESS WHEREOF, the Company has caused this Certificate to be executed by
a
duly authorized officer on this 3rd day of May, 2007.
FIBERSTARS,
INC.
By:
/S/
John
M. Davenport
Name: John
M. Davenport
Title: Chief
Executive Officer
Dates Referenced Herein and Documents Incorporated by Reference
