Exhibit 3.58
Delaware | PAGE 1 | |||
| The First State |
I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED ARE TRUE AND CORRECT COPIES OF ALL DOCUMENTS ON FILE OF “CLEVELAND TENNESSEE HOSPITAL COMPANY, LLC” AS RECEIVED AND FILED IN THIS OFFICE.
THE FOLLOWING DOCUMENTS HAVE BEEN CERTIFIED:
CERTIFICATE OF FORMATION, FILED THE NINETEENTH DAY OF AUGUST, A.D. 2008, AT 5:37 O’CLOCK P.M.
CERTIFICATE OF AMENDMENT, CHANGING ITS NAME FROM “MARTIN HOME CARE SERVICES, LLC” TO “CLEVELAND TENNESSEE HOSPITAL COMPANY, LLC”, FILED THE SIXTEENTH DAY OF OCTOBER, A.D. 2008, AT 6:13 O’CLOCK P.M.
CERTIFICATE OF MERGER, FILED THE THIRTIETH DAY OF JANUARY, A.D. 2009, AT 12:49 O’CLOCK P.M.
AND I DO HEREBY FURTHER CERTIFY THAT THE EFFECTIVE DATE OF THE AFORESAID CERTIFICATE OF MERGER IS THE THIRTY-FIRST DAY OF JANUARY, A.D. 2009, AT 11:59 O’CLOCK P.M.
AND I DO HEREBY FURTHER CERTIFY THAT THE AFORESAID CERTIFICATES ARE THE ONLY CERTIFICATES ON RECORD OF THE AFORESAID LIMITED LIABILITY COMPANY, “CLEVELAND TENNESSEE HOSPITAL COMPANY, LLC”.
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| /s/ Jeffrey W. Bullock | ||||
| 4589625 8100H | Jeffrey W. Bullock. Secretary of State | |||
| 111140645 | AUTHENTICATION: 9119171 | |||
| DATE: 10-27-11 |
STATEof DELAWARE
LIMITED LIABILITY COMPANY
CERTIFICATEof FORMATION
| • | First: The name of the limited liability company is Martin Home Care Services, LLC. | |
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| • | Second: The address of its registered office in the State of Delaware is 2711 Centerville Road, Suite 400 in the City of Wilmington (New Castle County). The name of its Registered agent at such address is Corporation Service Company. | |
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| • | Third: (Use this paragraph only if the company is to have a specific effective date of dissolution.) “The latest date on which the limited liability company is to dissolve is .” | |
| • | Fourth: (Insert any other matters the members determine to include herein.) | |
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In Witness Whereof, the undersigned have executed this Certificate of Formation of Martin Home Care Services, LLC this 19 day of August , 2008.
| BY: | /s/ Robin J. Keck | |
Authorized Person(s) | ||
| NAME: | Robin J. Keck, Organizer | |
Type or Print | ||
| State of Delaware | ||||
| Secretary of State | ||||
| Division of Corporations | ||||
| Delivered 05:54 PM 08/19/2008 | ||||
| FILED 05:37 PM 08/19/2008 | ||||
| SRV 080885207 – 4589625 FILE |
| State of Delaware | ||||
| Secretary of State | ||||
| Division of Corporations | ||||
| Delivered 06:42 PM 10/16/2008 | ||||
| FILED 06:13 PM 10/16/2008 | ||||
| SRV 081044997 – 4589625 FILE |
STATE OF DELAWARE
CERTIFICATE OF AMENDMENT
| 1. | Name of Limited Liability Company: Martin Home Care Services, LLC. | |
| 2. | The Certificate of Formation of the limited liability company is hereby amended as follows: | |
| First: The name of the limited liability company is Cleveland Tennessee Hospital Company, LLC. | ||
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IN WITNESS WHEREOF, the undersigned have executed this Certificate on the 16 day of October, A.D. 2008.
| By: | /s/ Robin J. Keck | |
Authorized Person(s) | ||
| Name: | Robin J. Keck | |
Print or Type | ||
| State of Delaware | ||||
| Secretary of State | ||||
| Division of Corporations | ||||
| Delivered 12:49 PM 01/30/2009 | ||||
| FILED 12:49 PM 01/30/2009 | ||||
| SRV 090086215 – 4589625 FILE |
STATE OF DELAWARE
CERTIFICATE OF MERGER OF
DOMESTIC CORPORATION INTO
DOMESTIC LIMITED LIABILITY COMPANY
Pursuant to Title 8, Section 264(c) of the Delaware General Corporation_Law and Title 6, Section 18-209 of the Delaware Limited Liability Company Act, the undersigned limited liability company, organized and existing under and by virtue of the Delaware Limited Liability Company Act,DOES HEREBY CERTIFY:
FIRST: The name and state of domicile of each of the constituent entities of the merger are as follows:
Name of Entity | Type of Entity | Domicile | ||
National Healthcare of Cleveland, Inc. | Corporation | Delaware | ||
Cleveland Tennessee Hospital Company, LLC | Limited Liability Company | Delaware |
SECOND: The name of the surviving limited liability company is Cleveland Tennessee Hospital Company, LLC, a Delaware limited liability company (the “Surviving Entity”), and the name of the corporation being merged into the Surviving Entity is National Healthcare of Cleveland, Inc. (the “Merging Corporation”).
THIRD: The Agreement and Plan of Merger (the “Agreement of Merger”) between the parties to the merger has been approved, adopted, certified, executed and acknowledged by the Surviving Entity and the Merging Corporation.
FOURTH: The merger is to become effective as of 11:59 p.m. on January 31, 2009.
FIFTH: The executed Agreement of Merger is on file at 2305 Chambliss Avenue NW, Cleveland, Tennessee 37311, the place of business of the Surviving Entity.
SIXTH: A copy of the Agreement of Merger will be furnished by the Surviving Entity on request, without cost, to any member of any constituent limited liability company or stockholder of any constituent corporation.
[THIS SPACE INTENTIONALLY LEFT BLANK.]
IN WITNESS WHEREOF, Cleveland Tennessee Hospital Company, LLC, the surviving limited liability company, has caused this Certificate of Merger to be signed by the undersigned authorized person on this 29th day of January, 2009.
CLEVELAND TENNESSEE HOSPITAL COMPANY, LLC | ||
| By: | /s/ Rachel A. Seifert | |
| Rachel A. Seifert, Senior Vice President | ||