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- S-4/A Registration of securities issued in business combination transactions
- 3.11 Certificate of Incorporation of Jacuzzi Brands, Inc.
- 3.12 Certificate of Incorporation of Oep, Inc.
- 3.13 Certificate of Incorporation of Oei, Inc.
- 3.14 Certificate of Incorporation of Krikles, Inc.
- 3.15 Certificate of Incorporation of Krikles Europe U.s.a. Inc.
- 3.16 Certificate of Incorporation of Krikles Canada U.s.a. Inc.
- 3.17 Certificate of Incorporation of Zurco, Inc.
- 3.18 Certificate of Incorporation of Zurn (Cayman Islands), Inc.
- 3.19 Certificate of Incorporation of Zurn Pez, Inc.
- 3.20 Certificate of Incorporation of Usi Atlantic Corp.
- 3.21 Certificate of Incorporation of Environmental Energy Company
- 3.22 Certificate of Incorporation of HL Capital Corp.
- 3.23 Certificate of Incorporation of Zurnacq of California, Inc.
- 3.24 Certificate of Incorporation of Zurn Constructors, Inc.
- 3.25 Certificate of Incorporation of Gary Concrete Products, Inc.
- 3.26 Certificate of Incorporation of Sanitary-dash Manufacturing Co. Inc.
- 3.27 Certificate of Incorporation of Zurn Epc Services, Inc.
- 3.28 Certificate of Incorporation of Zurn Industries, Inc.
- 3.39 By-laws of Jacuzzi Brands, Inc.
- 3.40 By-laws of Oep, Inc.
- 3.41 By-laws of Oei, Inc.
- 3.42 By-laws of Krikles, Inc.
- 3.43 By-laws of Krikles Europe U.s.a. Inc.
- 3.44 By-laws of Krikles Canada U.s.a. Inc.
- 3.45 By-laws of Zurco, Inc.
- 3.46 By-laws of Zurn (Cayman Islands), Inc.
- 3.47 By-laws of Zurn Pex, Inc.
- 3.48 By-laws of Usi Atlantic Corp.
- 3.49 By-laws of Environmental Energy Company
- 3.50 By-laws of HL Capital Corp.
- 3.51 By-laws of Zurnacq of California, Inc.
- 3.52 By-laws of Zurn Constructors, Inc.
- 3.53 By-laws of Gary Concrete Products, Inc.
- 3.54 By-laws of Sanitary-dash Manufacturing Co. Inc.
- 3.55 By-laws of Zurn Epc Services, Inc.
- 3.56 By-laws of Zurn Industries, Inc.
- 4.14 Second Supplemental Indenture
- 4.15 Registration Rights Agreement
- 4.16 Second Supplemental Indenture
- 4.17 Form of 144A Note
- 5.1 Opinion of O'melveny & Myers LLP
- 10.14 Senior Note Indenture
- 10.15 First Supplemental Indenture
- 10.16 Registration Rights Agreement
- 21.1 List of Subsidiaries
- 23.1 Consent of Ernst & Young, LLP
- 23.2 Consent of Ernst & Young, LLP
- 24.1 Power of Attorney
Exhibit 3.18
STATE OF DELAWARE | ||||
SECRETARY OF STATE | ||||
DIVISION OF CORPORATIONS | ||||
FILED 04:30 PM 12/15/1995 | ||||
950296978 - 2572476 |
CERTIFICATE OF INCORPORATION
OF
ZURN ( CAYMAN ISLANDS ), INC.
* * * * *
1. The name of the corporation is Zurn (Cayman Islands), 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 Castin. 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 Thousand (1,000); 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 sole incorporator is:
Laura Vitalo
Corporation Trust Center
1209 Orange Street
Wilmington, Delaware 19801
7. A director of the corporation shall not be personally liable to the corporation or its stockholders for monetary damages for breach or fiduciary duty as a director except for liability (i) for any breach of the director’s duty of loyalty to the corporation or its stockholders, (ii) for acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law, (iii) under Section 174 of the Delaware General Corporation Law, or (iv) for any transaction from which the director derived any improper personal benefit.
I, THE UNDERSIGNED, being the incorporator hereinbefore named, for the purpose of forming a corporation pursuant to the General Corporation Law of the State of Delaware, do make this certificate, hereby declaring and certifying that this is my act and dead and the facts herein stated are true, and accordingly have hereunto set my hand this 15th day of December, 1995.
/s/ Laura Vitalo |
Laura Vitalo, |
Sole Incorporator |
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