CERTIFICATE OF AMENDMENT
OF
CERTIFICATE OF INCORPORATION
OF
CRITERION RECORDS MANAGEMENT (NY) INC.
----------------------
Under Section 805 of the
Business Corporation Law
----------------------
Pursuant to the provisions of Section 805 of the Business Corporation Law,
the undersigned E. B. Doggett, Vice President, and Garry B. Watzke, Assistant
Secretary, of CRITERION RECORDS MANAGEMENT (NY) INC., hereby certify:
FIRST: The name of the corporation is CRITERION RECORDS MANAGEMENT (NY)
INC.
SECOND: That the Certificate of Incorporation of the corporation was filed
by the Department of State, Albany, New York, on the 10th day of September, 1971
under the original name BEKINS ARCHIVAL SERVICES, INC.
THIRD: That the amendment to the Certificate of Incorporation effected by
this Certificate is as follows:
Article FIRST of the Certificate of Incorporation, relating to the
corporate name, is hereby amended to read as follows:
"FIRST: The name of the corporation is METRO BUSINESS ARCHIVES, INC."
FOURTH: That the amendment of the Certificate of Incorporation was
authorized by a vote of the Board of Directors followed by the unanimous written
consent of the holders of all outstanding shares entitled to vote on an
amendment to the Certificate of Incorporation.
IN WITNESS WHEREOF, we hereunto sign our names and affirm that the
statements made herein are true under the penalties of perjury, this 9th day of
February, 1989.
CRITERION RECORDS MANAGEMENT (NY) INC.
/s/Eugene B. Doggett
------------------------------------------
E. B. Doggett, Vice President
/s/Garry B. Watzke
------------------------------------------
Garry B. Watzke, Assistant Secretary
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Certificate of Amendment of the Certificate of Incorporation
of
Bell & Howell Records Management Company, Inc.
(a New York corporation)
Under Section 805 of the Business Corporation Law
-------------------------
It is hereby certified that:
FIRST: The name of the corporation is Bell & Howell Records
Management Company, Inc.
SECOND: The certificate of incorporation of the corporation was
filed by the Department of State on September 10, 1971, under the original name
of BEKINS ARCHIVAL SERVICES, INC.
THIRD: The amendment of the certificate of incorporation of the
corporation effected by this certificate of amendment is as follows: To change
the name of the corporation.
FOURTH: To accomplish the foregoing amendment, Article FIRST of the
certificate of incorporation of the corporation, relating to the name of the
corporation, is hereby amended to read as follows:
"FIRST: The name of the corporation is CRITERION
RECORDS MANAGEMENT (NY) INC."
FIFTH: The foregoing amendment of the certificate of incorporation
of the corporation was authorized by the consent in writing of all the members
of the Board of Directors of the corporation, followed by the unanimous written
consent of the holder of all of the outstanding shares of the corporation
entitled to vote on the said amendment of the certificate of incorporation.
IN WITNESS WHEREOF, I have subscribed this document on the date set
forth below and do hereby affirm, under the penalties of perjury, that the
statements contained therein have been examined by us and are true and correct.
Date: as of November 10, 1988 CRITERION RECORDS MANAGEMENT
CORPORATION, Shareholder
/s/E.B. Doggett
--------------------------------------------------------
By: E. B. Doggett, a corporate officer of Criterion
Records Management Corporation, the holder of all of
the outstanding shares entitled to vote on the amendment
of the certificate of incorporation of the corporation.
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* * * * * * * * * * * * * * *
Verification of Signer of
Certificate of Amendment
------------------------------
VOTING CORPORATE SHAREHOLDER
STATE OF )
) SS.:
COUNTY OF )
E. B. Doggett, being duly sworn deposes and says that he is the Vice
President of Criterion Records Management Corporation, the corporation which
signed the foregoing certificate of amendment in the capacity of a shareholder;
that he signed said certificate in the corporate name; that he has read the said
certificate and knows the contents thereof; and that the statements contained
therein are true to his own knowledge.
/s/E.B. Doggett
------------------------------------------
E. B. Doggett, Vice President of Criterion
Records Management Corporation
Subscribed and sworn to
before me on November 9, 1988
/s/Deborah Ruegger Wilson
- ---------------------------
Notary Public
CERTIFICATE OF AMENDMENT
OF
THE CERTIFICATE OF INCORPORATION
OF
BEKINS RECORD STORAGE CO., INC.
Under Section 805 of the Business Corporation Law
It is hereby certified that:
FIRST: The name of the corporation is BEKINS RECORD STORAGE, INC., the
name under which it was formed was BEKINS ARCHIVAL SERVICES, INC.
SECOND: The certificate of incorporation of the corporation was filed by
the Department of State on September 10, 1971.
THIRD: An amendment to the certificate of incorporation was filed on March
31, 1977. The subject matter of said amendment was to change the name of the
corporation from BEKINS ARCHIVAL SERVICES, INC. to BEKINS RECORD STORAGE CO.,
INC. The amendment was effected by changing Article FIRST of the certificate of
incorporation to read, "FIRST; The name of the corporation is BEKINS RECORDS
MANAGEMENT CO., INC.
FOURTH: The amendment of the certificate of incorporation of the
corporation effected by this certificate of amendment is as follows:
To change the name of the corporation.
FIFTH: To accomplish the foregoing amendment, Article FIRST of the
certificate of incorporation of the corporation, relating to the name of the
corporation, is hereby amended to read as follows:
"FIRST: The name of the corporation is BEKINS RECORDS
MANAGEMENT CO., INC."
SIXTH: The foregoing amendment of the certificate of incorporation of the
corporation was authorized by the unanimous written consent of the holders of
all of the outstanding shares of the corporation entitled to vote on the said
amendment of the certificate of incorporation.
IN WITNESS WHEREOF, WE have subscribed this document on January 29, 1981,
and do hereby affirm, under the penalties of perjury, that the statements
contained therein have been examined by us and are true and correct.
/s/Lee Waters
------------------------------
Lee Waters, President
/s/Ronald L. Hartman
------------------------------
Ronald L. Hartman, Secretary
County of Los Angeles )
) ss:
State of California )
Lee Waters and Ronald L. Hartman, being duly sworn, state that they are the
President and Secretary, respectively, of BEKINS RECORD STORAGE CO., INC.; that
they are authorized by said respondent to execute and file with the Department
of State of the State of
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New York this report and to verify the facts and statements contained in said
report and schedules attached; that they have carefully examined all of such
statements contained in the report and schedules; that they have knowledge of
such matters set forth therein and that all such statements made and such
matters set forth therein are true and correct to the best of his knowledge,
information, and belief.
Subscribed and sworn to before me, a Notary Public in and for the State
and county above named, this 29th day of January, 1981.
/s/Geri Williams
------------------------------
Geri Williams
My commission expires: October 8, 1983
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Certificate of Amendment of the Certificate of Incorporation
of
BEKINS ARCHIVAL SERVICES, INC.
Under Section 805 of the Business Corporation Law
-------------------------
FIRST: The name of the corporation is BEKINS ARCHIVAL
SERVICES, INC.
SECOND: The certificate of incorporation of the corporation
was filed by the Department of State on September 10, 1971.
THIRD: The amendment of the certificate of incorporation of
the corporation effected by this certificate of amendment is as follows:
To change the name of the corporation.
FOURTH: To accomplish the foregoing amendment, Article FIRST
of the certificate of incorporation of the corporation, relating to the name of
the corporation, is hereby amended to read as follows:
"FIRST: The name of the corporation is
BEKINS RECORD STORAGE CO., INC."
FIFTH: The foregoing amendment of the certificate of
incorporation of the corporation was authorized by the unanimous written consent
of the holders of all of the outstanding shares of the corporation entitled to
vote on the said amendment of the certificate of incorporation.
IN WITNESS WHEREOF, WE have subscribed this document on March
28, 1977 and do hereby affirm, under the penalties of perjury, that the
statements contained therein have been examined by us and are true and correct.
/s/Lawrence A. Weinsheimer
--------------------------------
Lawrence A. Weinsheimer
Vice President
and
/s/Norman S. Marshall
------------------------------
Norman S. Marshall
Secretary
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CERTIFICATE OF INCORPORATION OF
BEKINS ARCHIVAL SERVICES, INC.
(UNDER SECTION 402 OF THE BUSINESS CORPORATION LAW)
The undersigned, for the purpose of forming a corporation pursuant
to Section 402 of the Business Corporation Law of the State of New York,
certify:
1. The name of the corporation shall be BEKINS ARCHIVAL
SERVICES, INC.
2. The corporation shall engage in the business of storage,
warehousing, transportation, hauling and delivery of personal property and
business records and to all other transactions and businesses incidental
thereto, and do make all contracts, and to do all things proper, incidental and
conducive to the complete attainment of such purposes.
3. The office of the corporation shall be located in the County,
City and State of New York.
4. The aggregate number of shares which the corporation shall have
authority to issue shall be 200, all of which shall be common stock of one class
and without par value.
5. The Secretary of State of the State of New York is designated as
the agent of the corporation upon whom process in any action or proceeding
against it may be served. The address to which the Secretary of State shall mail
a copy of process in any action or proceeding against the corporation which may
be served upon him is c/o The Corporation Trust Company, 277 Park Avenue, New
York, New York 10017.
6. The name and address of the Registered Agent, which is to be the
agent of the corporation upon whom process against it may be served is The
Corporation Trust Company, 227 Park Avenue, New York, New York 10017.
7. Each of the Incorporators is a natural person over the age of
twenty- one years.
IN WITNESS WHEREOF we have signed this Certificate of Incorporation
on August 30, 1971.
/s/Marvin S. Maltzman
------------------------------
Marvin S. Maltzman
1335 South Figueroa Street
Los Angeles, California
/s/Lloyd C. Ownbey, Jr.
------------------------------
Lloyd C. Ownbey, Jr.
1335 South Figueroa Street
Los Angeles, California
/s/Don Creighton Jack
------------------------------
Don Creighton Jack
1335 South Figueroa Street
Los Angeles, California
In witness whereof, we have made, signed and acknowledged this
Certificate of Incorporation this 30th day of August 1971.
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STATE OF CALIFORNIA )
) ss
COUNTY OF LOS ANGELES )
On the 30th day of August, 1971, before me personally came Marvin S. Maltzman,
Lloyd C. Ownbey, Jr., and Don Creighton Jack, to me known and known to me to be
the individuals described in and who executed the foregoing certificate and they
acknowledge to me that they executed the same.
/s/Jeanetta F. Behrens
------------------------------
Notary Public
My Commission Expires September 11, 1971
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