EX-3.1 3 ex3-1.htm

 

EXHIBIT 3.1

 

Articles of Merger

 

The following Articles of Merger are submitted in accordance with Section 607.1105 of the Florida Business Corporation Act (the “FBCA”).

 

First:

 

The name and jurisdiction of the surviving corporation:

 

NAME

 

Can B Corp.

 

JURISDICTION

 

Florida

 

DOCUMENT NO.

 

P05000139155

 

Second:

 

The name and jurisdiction of each merging corporation:

 

NAME

 

Nascent Merger Sub, Inc.

 

JURISDICTION

 

Florida

 

DOCUMENT NO.

 

P24000058413

 

Third:

 

The merger shall become effective on October 25, 2024.

 

Fourth:

 

The merger was approved by each domestic merging corporation in accordance with s.607.1101(1)(b), F.S.

 

Fifth:

 

The surviving corporation exists before the merger and is a domestic filing entity.

 

Sixth:

 

The Plan of Merger was adopted by the surviving corporation’s Board of Directors.

 

Seventh:

 

The Plan of Merger did not require approval by the shareholders.

 

Eighth:

 

The secretary of the surviving corporation certifies herein that the Plan of Merger has been adopted pursuant to s.607.11045, F.S., and the conditions specified in subsection (3) of same have been satisfied.

 

Ninth:

 

The undersigned corporation has caused this statement to be signed by a duly authorized officer or director who affirms, under penalties of perjury, that the facts stated above are true and correct.

 

[signatures on next page]

 

 
 

 

Dated: October 23, 2024 CAN B CORP.
     
  By: /s/ Marco Alfonsi
    Marco Alfonsi, President
     
  By: /s/ Stanley Teeple
    Stanley Teeple, Secretary
     
Dated: October 23, 2024 NASCENT MERGER SUB, INC.
     
  By: /s/ Marco Alfonsi
    Marco Alfonsi, President
     
  By: /s/ Stanley Teeple
    Stanley Teeple, Secretary

 

2