Exhibit 3.57
Control No: K014974 Date Filed: 05/08/2006 12:00 AM Cathy Cox Secretary of State |
Control No.K014974
STATE OF GEORGIA
Secretary of State
Corporations Division
315 West Tower
#2 Martin Luther King, Jr. Dr.
Atlanta, Georgia 30334-1530
CERTIFICATE
OF
AMENDMENT
NAME CHANGE
I,Cathy Cox, the Secretary of State and the Corporations Commissioner of the State of Georgia, hereby certify under the seal of my office that
CERTEGY E-BANKING SERVICES, INC.
a Domestic Profit Corporation
has filed articles/certificate of amendment in the Office of the Secretary of State changing its name to
FIDELITY NATIONAL E-BANKING SERVICES, INC.
and has paid the required fees as provided by Title 14 of the Official Code of Georgia Annotated. Attached hereto is a true and correct copy of said articles/ certificate of amendment.
WITNESS my hand and official seal of the City of Atlanta and the State of Georgia on May 8, 2006
STATE OF GEORGIA [SEAL] | ||||
Cathy Cox | ||||
Secretary of State |
Control No: K014974 Date Filed: 05/08/2006 12:00 AM Cathy Cox Secretary of State |
ARTICLES OF AMENDMENT
OF
CERTEGY E-BANKING SERVICES, INC.
Pursuant to the provisions of O.C.G.A. Section 14-2-1001, the undersigned corporation adopts the following Articles of Amendment to its Articles of Incorporation:
1.
The name of the Corporation is Certegy. E-Banking Services, Inc. The Corporation was incorporated on June 22, 2001 and assigned Control Number K014974.
2.
Resolutions approving the amendment to change the name of the Corporation fromCertegy E-BankingServices,Inc.toFidelity National E-Banking Services, Inc. were duly adopted by written consent of the Board of Directors of the Corporation on May 1, 2006, without shareholder action. Pursuant to O.C.G.A. Section 14-2-1002, shareholder action with respect to the amendment was not required.
3.
The name of the Corporation is hereby changed from Certegy E-Banking Services, Inc. to Fidelity National E-Banking Services, Inc.
4.
The Articles of Incorporation of the Corporation are amended by deleting Article I in its entirety and inserting in lieu thereof the following Article I:
“I.
The name of the Corporation is:
Fidelity National E-Banking Services, Inc.”
Pursuant to O.C.G.A. Section 14-2-1006.1, the Corporation has complied with all requirements for publication of a notice of change of corporate name and payment therefor has been made.
State of Georgia Name Change 2 Page(s)
T0614324012 |
IN WITNESS WHEREOF, the Corporation has caused these Articles of Amendment to be executed by its duly authorized officer this 4th day of May, 2006.
Certegy E-Banking Services, Inc. hereafter to be known as: Fidelity National E-Banking Services, Inc. | ||||
By: | ||||
Michael L. Gravelle, Senior Vice President, General Counsel and Assistant Secretary |
SECRETARY OF STATE 2006 JUN 15 A 10:55 CORPORATIONS DIVISION | SECRETARY OF STATE 2006 MAY-8 A 11:18 CORPORATIONS DIVISION |
STATE OF GEORGIA [SEAL]
OFFICE OF
INSURANCE AND SAFETY FIRE COMMISSIONER
JOHN W. OXENDINE COMMISSIONER OF INSURANCE SAFETY FIRE COMMISSIONER INDUSTRIAL LOAN COMMISSIONER COMPTROLLER GENERAL | June 12, 2006 | SEVENTH FLOOR, WEST TOWER FLOYD BUILDING 2 MARTIN LUTHER KING, JR., DRIVE ATLANTA, GEORGIA 30334 (404) 656-2056 TDD# (404) 656-4031 www.gainsurance.org |
Marcia Glick
Vice President and Asst. Secretary
Fidelity National Information Services
601 Riverside Ave.
Jacksonville, FL 32204
RE: | Name Approval |
Dear Sir or Madam:
We are in receipt of your letter, wherein a name approval was requested. The approval of this commission is hereby granted for use of the name:
“FIDELITY NATIONAL E-BANKING SERVICES, INC.”
This is not meant to imply that this name is available to you. That assurance can come only from the Secretary of State.
Sincerely |
Kimberly Raper Financial Analyst Regulatory Services Division |
THE OFFICE OF INSURANCE AND SAFETY FIRE COMMISSIONER DOES NOT DISCRIMINATE ON THE BASIS OF RACE, COLOR, NATIONAL ORIGIN, SEX, RELIGION, AGE OR DISABILITY IN EMPLOYMENT OR THE PROVISION OF PROGRAMS OR SERVICES
06-14-2006 10:23 From-INSURANCE AND SAFETY FIRE COMMISSIONER 4046577743 T-038 P.010/010 F-274 |
Secretary of State Corporations Division 315 West Tower #2 Martin Luther King, Jr. Dr. Atlanta, Georgia 30334-1530 | DOCKET NUMBER | : | 033430329 | |||||||
CONTROL NUMBER | : | K014974 | ||||||||
EFFECTIVE DATE | : | 12/31/2003 | ||||||||
REFERENCE | : | 0045 | ||||||||
PRINT DATE | : | 12/30/2003 | ||||||||
FORM NUMBER | : | 411 |
CSC NETWORKS, INC.
DAVID HOLCOMB #310
900 OLD ROSWELL LAKES PKWY.
ROSWELL GA 30076
CERTIFICATE OF MERGER
I, Cathy Cox, the Secretary of State of the Georgia, do hereby issue this certificate pursuant to Title 14 of the Official Code of Georgia annotated certifying that articles or a certificate of merger and fees have been filed regarding the merger of the below entities, ettective as of the date shown above. Attached is a true and correct copy of the said filing.
Surviving Entity:
CERTEGY E-BANKING SERVICES, INC., A GEORGIA CORPORATION
Nonsurviving Entity/Entities:
DOWN ACQUISITION CORPORATION, A GEORGIA CORPORATION
STATE OF GEORGIA [SEAL] | ||||
CATHY COX | ||||
SECRETARY OF STATE |
ARTICLES OF MERGER
OF
DOWN ACQUISITION CORPORATION
INTO
CERTEGY E-BANKING SERVICES, INC.
To the Secretary of State
State of Georgia
Pursuant to the provisions of the Georgia Business Corporation Code, the domestic parent business corporation hereinafter named does hereby adopt the following Articles of Merger.
1. The name of the subsidiary corporation, which is a business corporation organized under the laws of the State of Georgia, is Down Acquisition Corporation.
2. The name of the parent corporation, which is a business corporation organized under the laws of the State of Georgia, is Certegy E-Banking Services, Inc.
3. The number of outstanding shares of Down Acquisition Corporation is 1,000, all of which are one class, and all of which are owned by Certegy E-Banking Services, Inc.
4. The following is the Plan of Merger for merging Down Acquisition Corporation into Certegy E-Banking Services, Inc., as approved by resolution of the Board of Directors of Certegy E-Banking Services, Inc.
“1. Certegy E-Banking Services, Inc., which is a business corporation of the State of Georgia and is the owner of all of the outstanding shares of Down Acquisition Corporation, which is also a business corporation of the State of Georgia, hereby merges Down Acquisition Corporation into Certegy E-Banking Services, Inc. pursuant to the provisions of the ‘Georgia Business Corporation Code.
“2. The separate existence of Down Acquisition Corporation shall cease at the time the merger takes effect pursuant to the provisions of the Georgia Business Corporation Code; and Certegy E-Banking Services, Inc. shall continue its existence as the surviving corporation pursuant to the provisions of the Georgia Business Corporation Code.
“3. The articles, of incorporation of Certegy E-Banking Services, Inc. are not amended in any respect by this Plan of Merger.
“4. The issued shares of Down Acquisition Corporation shall not be converted or exchanged in any manner, but each said share which is issued as of the time the merger takes effect shall be surrendered and extinguished.
“5. Each share of Certegy E-Banking Services, Inc. outstanding immediately prior to the time the merger takes effect is to be an identical outstanding or treasury or unissued share of Certegy E-Banking Services, Inc.
“6. No shares of Certegy E-Banking Services, Inc. and no shares, securities, or obligations convertible into such shares are to be issued or delivered under this Plan of Merger.
“7. The Board of Directors and the proper officers of Certegy E-Banking Services, Inc. are hereby authorized, empowered, and directed to do any and all acts and things, and to make, execute, deliver, file, and/or record any and all instruments, papers, and documents which shall be or become necessary, proper, or convenient to carry out or put into effect any of the provisions of this Plan of Merger or of the merger herein provided for.”
5. Certegy E-Banking Services, Inc. in its capacity as the holder of all of the outstanding shares of Down Acquisition Corporation waived the mailing of a copy of the Plan of Merger to Certegy E-Banking Services, Inc. otherwise provided for under the provisions of Section 14-2-1104 of the Georgia Business Corporation Code.
6. Shareholder approval was not required.
7. This Article constitutes an undertaking by the corporation that the request for publication of a notice of filing these Articles of Merger and payment therefore will be made as required by subsection (b) of Section 14-2-1005.1 of the Georgia Business Corporation Code.
8. The merger herein provided for shall take effect at 12:59 PM on December 31, 2003.
Date: November 17, 2003
CERTEGY E-BANKING SERVICES, INC. | ||
By: | ||
Walter M. Korchun | ||
Vice President and Secretary |
Secretary of State Corporations Division 315 West Tower #2 Martin Luther King, Jr. Dr. Atlanta, Georgia 30334-1530 | DOCKET NUMBER | : | 011760540 | |||||||
CONTROL NUMBER | : | K014974 | ||||||||
EFFECTIVE DATE | : | 06/22/2001 | ||||||||
REFERENCE | : | 0093 | ||||||||
PRINT DATE | : | 06/23/2001 | ||||||||
FORM NUMBER | : | 611 |
KILPATRICK STOCKTON
TAMMY D. THOMAS
#2800,1100 P’TREE ST.
ATLANTA, GA 303094530
CERTIFICATE OF NAME CHANGE AMENDMENT
I, Cathy Cox, the Secretary of State and the Corporations Commissioner of the State of Georgia, do hereby certify under the seal of my office that
EQUIFAX E-BANKING SOLUTIONS, INC.
A DOMESTIC PROFIT CORPORATION
has filed articles of amendment in the Office of the Secretary of State changing its name to
CERTEGY E-BANKING SERVICES, INC.
and has paid the required fees as provided by Title 14 of the Official Code of Georgia Annotated. Attached hereto is a true and correct copy of said articles of amendment.
WITNESS my hand and official seal in the City of Atlanta and the State of Georgia on the date set forth above.
STATE OF GEORGIA [SEAL] | ||
Cathy Cox | ||
Secretary of State |
ARTICLES OF AMENDMENT
OF
EQUIFAX E-BANKING SOLUTIONS, INC.
Pursuant to the provisions of O.C.G.A. Section 14-2-1001, the undersigned corporation adopts the following Articles of Amendment to its Articles of Incorporation:
1.
The name of the Corporation is Equifax E-Banking Solutions, Inc. The Corporation was incorporated on August 8, 1990 and assigned Control Number K014974.
2.
Resolutions approving the amendment to change the name of the Corporation fromEquifax E-Banking Solutions, Inc. toCertegy E-Banking Services, Inc.were duly adopted by written consent of the Board of Directors of the Corporation on June 21, 2001, without shareholder action. Pursuant to O.C.G.A. Section 14-2-1002, shareholder action with respect to the amendment was not required.
3.
The name of the Corporation is hereby changed from Equifax E-Banking Solutions, Inc. to Certegy E-Banking Services, Inc.
4.
The Articles of Incorporation of the Corporation are amended by deleting Article I in its entirety and inserting in lieu thereof the following Article I:
“I.
The name of the Corporation is:
Certegy E-Banking Services, Inc.”
5.
Pursuant to O.C.G.A. Section 14-2-1006.1, the Corporation has complied with all requirements for publication of a notice of change of corporate name and payment there for has been made.
IN WITNESS WHEREOF, the Corporation has caused these Articles of Amendment to be executed by its duly authorized officer this 21st day of June, 2001.
Equifax E-Banking Soiutions, lnc. hereafter to be known as Certegy E-Banking Big Services, Inc. |
By: | ||
Kent E. Mast, Vice President, General | ||
Counsel and Secretary |
SECRETARY OF STATE |
01 JUN 23 AM 11:44 |
CORPORATIONS DIVISION |
SECRETARY OF STATE |
01 JUN 22 AM 9:54 |
CORPORATIONS DIVISION |
Secretary of State | DOCKET NUMBER | : | K90490390 | |||||
Corporations Division | CONTROL NUMBER | : | K014974 | |||||
315 West Tower | EFFECTIVE DATE | : | 02/18/1999 | |||||
#2 Martin Luther King, Jr. Dr. | REFERENCE | : | 0045 | |||||
Atlanta, Georgia 30334-1530 | PRINT DATE | : | 02/18/1999 | |||||
FORM NUMBER | : | 611 |
JOAN A. MARTIN
EQUIFAX INC.
1600 PEACHTREE ST., N.W.
ATLANTA, GA 30309
CERTIFICATE OF NAME CHANGE AMENDMENT
I,Cathy Cox, the Secretary of State and the Corporations Commissioner of the State of Georgia, do hereby certify under the seal of my office that
GOLDLEAF TECHNOLOGIES, INC.
A DOMESTIC PROFIT CORPORATION
has filed articles of amendment in the Office of the Secretary of State changing its name to
EQUIFAX E-BANKING SOLUTIONS, INC.
and has paid the required fees as provided by Title 14 of the Official Code of Georgia Annotated. Attached hereto is a true and correct copy of said articles of amendment.
WITNESS my hand and official seal in the City of Atlanta and the State of Georgia on the date set forth above.
STATE OF GEORGIA [SEAL] | Cathy Cox Secretary of State |
ARTICLES OF AMENDMENT
TO THE ARTICLES OF INCORPORATION
OF
GOLDLEAF TECHNOLOGIES, INC.
Pursuant to the provisions of Section 14-2-1006 of the Georgia Business Corporation Code (the “Code”), the undersigned corporation adopts the following Amendment to its Articles of Incorporation:
1. | The name of the corporation is Goldleaf Technologies, Inc. |
2. | The Articles of Incorporation of the Corporation are hereby amended by deleting Article I thereof in its entirety and substituting therefor a new Article I to read as follows: |
“The name of the corporation is:
Equifax E-Banking Solutions, Inc.”
3. | The above amendment was adopted on February 17, 1999. |
4. | The above amendment was duly adopted and approved by the Board of Directors of the Corporation without shareholder action. In accordance with the provisions of Section 14-2-1002(6) of the Code, shareholder action was not required. |
IN WITNESS WHEREOF, the undersigned authorized officer of the Corporation has executed this amendment on behalf of the Corporation, this 18th day of February, 1999.
GOLDLEAF TECHNOLOGIES, INC. | ||
By: | ||
Name:Joan A. Martin | ||
Title: Assistant Secretary |
CERTIFICATE VERIFYING REQUEST FOR PUBLICATION
The undersigned, an authorized officer of Goldleaf Technologies, Inc., verifies that the request for publication of a notice of intent to file the Articles of Amendment to the Articles of Incorporation of Goldleaf Technologies, Inc., and payment therefor, are being made as required by subsection (b) of O.C.G.A. §14-2-1006.1.
By: | ||
Name: Joan A. Martin | ||
Title: Assistant Secretary |
Secretary of State Business Services and Regulation Suite 306, West Tower 2 Martin Luther King Jr. Dr. Atlanta, Georgia 30334 | CHARTER NUMBER | : | 9014974 DP | |||||||
COUNTY | : | LOWNDES | ||||||||
DATE INCORPORATED | : | 08/08/90 | ||||||||
EXAMINER | : | SANDRA SNOW | ||||||||
TELEPHONE | : | 656-2811 |
REQUESTED BY:
POWELL GOLDSTEIN/A.M. KARABON
35 BROAD ST. NW
ATLANTA GEORGIA 30335
CERTIFICATE OF INCORPORATION
I,MAX CLELAND, Secretary of State and the Corporations Commissioner of the State of Georgia do hereby certify, under the seal of my office, that
“GOLDLEAF TECHNOLOGIES, INC. ”
has been duly incorporated under the laws of the State of Georgia on the date set forth above, by the filing of articles of incorporation in the office of the Secretary of State and the fees there- for paid, as provided by law, and that attached hereto is a true copy of said articles of incorporation.
WITNESS, my hand and official seal, in the City of Atlanta and the State of Georgia on the date set forth below.
DATE: AUGUST 13, 1990
FORM A1 (JULY 1989)
MAX CLELAND SECRETARY OF STATE |
STATE OF GEORGIA [SEAL]
SECURITIES | CEMETERIES | CORPORATIONS | CORPORATIONS HOT-LINE | |||
656-2894 | 656-3079 | 656-2817 | 404-656-2222 |
GOLDLEAF TECHNOLOGIES, INC.
ARTICLES OF INCORPORATION
I.
The name of the Corporation is:
GOLDLEAF TECHNOLOGIES, INC.
II.
The Corporation shall have authority to issue One Hundred Thousand (100,000) shares of stock.
III.
The initial registered office of the Corporation shall be at 110 Main Street, Post Office Box 608, Hahira, Georgia 31632 in Lowndes County. The initial registered agent of the Corporation at such address shall be Paul W. Johnson.
IV.
The name and address of the incorporator is:
Anthony M. Karabon
Powell, Goldstein, Frazer & Murphy
1100 C & S National Bank Building
35 Broad Street, N.W.
Atlanta, Georgia 30335
AUG 14 1980
V.
The mailing address of the initial principal office of the Corporation is 110 Main Street, Post Office Box 608, Hahira, Georgia 31632.
VI.
The initial Board of Directors shall consist of three (3) members who shall be and whose addresses are:
Bobby G. Wetherington
Route 1, Box 4
Hahira, Georgia 31632
David L. Peterson
305 Barfield Street
Hahira, Georgia 31632
Paul W. Johnson
Route 3, Box 2296
Hahira, Georgia 31632
VII.
No director shall have any personal liability to the Corporation or to its shareholders for monetary damages for breach of duty of care or other duty as a director, by reason of any act or omission occurring subsequent to the date when this provision becomes effective, except that this provision shall not eliminate or limit the liability of a director for (a) any appropriation, in violation of the director’s duties, of any business opportunity of the Corporation; (b) acts or omissions which involve intentional misconduct or a knowing violation of law; (c) liabilities of a director imposed by Section 14-2-832 of the Georgia Business Corporation Code; or (d) any transaction from which the director derived an improper material tangible personal benefit.
VIII.
Any action required by law or by the Bylaws of the Corporation to be taken at a meeting of the shareholders of the Corporation, and any action which may be taken at a meeting of the shareholders, may be taken without a meeting if a written consent, setting forth the action so taken, shall be signed by persons entitled to vote at a meeting those shares having sufficient voting power to cast not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all shares entitled to vote were present and voted. Notice of such action without a meeting by less than unanimous written consent shall be given within ten (10) days of the taking of such action to those shareholders of record on the date when the written consent is first executed and whose shares were not represented on the written consent.
IN WITNESS WHEREOF, the undersigned has executed these Articles of Incorporation.
ANTHONY M. KARABON |
Incorporator |
CERTIFICATE OF INCORPORATOR REGARDING
REQUEST FOR PUBLICATION OF
NOTICE OF INTENT TO INCORPORATE
The undersigned incorporator of Goldleaf Technologies, Inc., a corporation to be formed pursuant to the Georgia Business Corporation Code, hereby certifies that the request for publication of a notice of intent to file the Articles of Incorporation of Goldleaf Technologies, Inc., and payment therefor, have been made as required by Section 14-2-201.l (b) of the Georgia Business Corporation Code.
This 8th day of August, 1990.
Anthony M. Karabon, |
Incorporator |