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- S-4 Registration of securities issued in business combination transactions
- 3.1 Certificate of Incorporation of Ssi Investments II Limited
- 3.2 Memorandum and Articles of Association of Ssi Investments II Limited
- 3.3 Certificate of Formation of Ssi Co-issuer LLC
- 3.4 Limited Liability Company Agreement of Ssi Co-issuer LLC
- 3.5 Certificate of Incorporation of Ssi Investments III Limited
- 3.6 Memorandum and Articles of Association of Ssi Investments III Limited
- 3.7 Certificate of Incorparation of Skillsoft Limited
- 3.8 Memorandum and Articles of Association Skillsoft Limited
- 3.9 Certificate of Incorporation of Skillsoft Ireland Limited
- 3.10 Memorandum and Articles of Association of Skillsoft Ireland Limited
- 3.11 Certificate of Incorporation of CBT (Technology) Limited
- 3.12 Memorandum and Articles of Association of CBT (Technology) Limited
- 3.13 Certificate of Incorporation of Stargazer Productions
- 3.14 Memorandum and Articles of Association of Stargazer Productions
- 3.15 Amended and Restated Certificate of Incorporation of Skillsoft Corporation
- 3.16 Amended and Restated Bylaws of Skillsoft Corporation
- 3.17 Articles of Organization of BOOKS24X7.COM, Inc.
- 3.18 By-laws of BOOKS24X7.COM, Inc.
- 3.19 Certificate and Articles of Amalgamation of Skillsoft Canada, LTD.
- 3.20 By-law Number 1A of Skillsoft Canada, LTD.
- 3.21 Certificate of Incorporation of Skillsoft Finance Limited
- 3.22 Memorandum and Articles of Association of Skillsoft Finance Limited
- 3.23 Certificate of Incorporation of Skillsoft U.k. Limited
- 3.24 Memorandum and Articles of Association of Skillsoft U.k. Limited
- 4.1 Form of 11.125% Senior Note Due 2018
- 4.2 Indenture Dated As of May 26,2010
- 4.3 First Supplemental Indenture
- 4.4 Registration Rights Agreement
- 5.1 Opinion of Ropes & Gray LLP
- 5.2 Opinion of William Fry
- 5.3 Opinion of Cox & Palmer
- 5.4 Opinion of Maples and Calder
- 5.5 Opinion of Ropes & Gray International LLP
- 10.1 Amended and Restated Credit Agreement
- 10.2 Guarantee and Collateral Agreement
- 10.3 First Amendment to Guarantee and Collateral Agreement
- 10.4 Assumption Agreement
- 10.5 Novation and Assumption Agreement
- 10.6 Novation and Assumption Agreement
- 10.7 Assumption Agreement
- 10.8 Form of Indemnification Agreement
- 12.1 Statement of Computation of Ratio of Earnings to Fixed Charges
- 21.1 List of Subsidiaries
- 23.1 Consent of Ernst & Young LLP
- 25.1 Form T-1 Statement of Eligibility
- 99.1 Form of Letter of Transmittal
- 99.2 Form of Notice of Guaranteed Delivery
- 99.3 Form of Letter to Brokers
- 99.4 Form of Letter to Clients
- CORRESP Corresp
- CORRESP Corresp
Exhibit 3.21
Exhibit 3.21
Certificate of Incorporation
I, CINDY YVONNE JEFFERSON Deputy Registrar of Companies of the Cayman Islands DO HEREBY CERTIFY, pursuant to the Companies Law (Revised), that all the requirements of the said Law in respect of registration were complied with by
CBT FINANCE LIMITED
an Exempted Company incorporated in the Cayman Island with Limited Liability with effect from the 9th Day of August One Thousand Nine Hundred Ninety-Five
REGISTRAR OF COMPANIES
EXEMPTED
CAYMAN ISLANDS
Given under my hand and Seal at George Town in the Island of Grand Cayman this Ninth day of August One Thousand Nine Hundred Ninety-Five
Deputy Registrar of Companies, Cayman Islands, B.W.I.
MC-61093
Certificate of Incorporation on Change of Name
I DO HEREBY CERTIFY that
CBT FINANCE LIMITED
having by Special resolution dated 23rd day of April Two Thousand Four changed its name, is now incorporated under name of
Skillsoft Finance Limited
REGISTRAR OF COMPANIES
EXEMPTED
CAYMAN ISLANDS
Given under my hand and Seal at George Town in the Island of Grand Cayman this 23rd day of April Two Thousand Four
An Authorised Officer,
Registry of Companies,
Cayman Islands, B.W.I.