Nevada
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0-52590
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20-1399613
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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PAXTON ENERGY, INC.
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Date: February 8, 2012
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By: /s/ CHARLES F. VOLK, JR.
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Charles F. Volk, Jr.
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Chief Executive Officer
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ROSS MILLER
Secretary of State
204 North Carson Street, Suite 1
Carson City, Nevada 89701-4299
(775) 684 5708
Website: www.nvsos.gov
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Articles of Merger
(PURSUANT TO NRS 92A.200)
Page
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USE BLACK INK ONLY – DO NOT HIGHLIGHT
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ABOVE SPACE IS FOR OFFICE USE ONLY
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1)
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Name and jurisdiction of organization of each constituent entity (NRS 92A.200). If there are more
than four merging entities, check box ¨ and attach an 81/2" x 11'' blank sheet containing the
required information for each additional entity.
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Paxton Energy Merger Sub, Inc.
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Name of merging entity
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Nevada
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Corporation
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Jurisdiction
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Entity type *
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Name of merging entity
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Nevada
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Corporation
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Jurisdiction
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Entity type *
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Name of merging entity
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Jurisdiction
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Entity type *
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Name of merging entity
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Jurisdiction
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Entity type *
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Paxton Energy, Inc.
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Name of surviving entity
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Nevada
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Corporation
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Jurisdiction
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Entity type *
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Filing Fee: $350.00
This form must be accompanied by appropriate fees.
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Nevada Secretary of State 92A Merger Page 1
Revised on: 7-1-08
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![]() |
ROSS MILLER
Secretary of State
204 North Carson Street, Suite 1
Carson City, Nevada 89701-4299
(775) 684 5708
Website: www.nvsos.gov
|
Articles of Merger
(PURSUANT TO NRS 92A.200)
Page 2
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USE BLACK INK ONLY – DO NOT HIGHLIGHT
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ABOVE SPACE IS FOR OFFICE USE ONLY
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2)
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Forwarding address where copies of process may be sent by the Secretary of State of
Nevada (if a foreign entity is the survivor in the merger – NRS 92A.1 90):
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Attn:
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c/o:
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3)
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(Choose one)
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ý
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The undersigned declares that a plan of merger has been adopted by each constituent
entity (NRS 92A.200).
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¨
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The undersigned declares that a plan of merger has been adopted by the parent domestic
entity (NRS 92A.180)
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4)
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Owner's approval (NRS 92A.200)(options a, b, or c must be used, as applicable, for each entity) (if
there are more than four merging entities, check box ¨ and attach an 8 1/2" x 11'' blank sheet
containing the required information for each additional entity):
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(a)
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Owner’s approval was not required from
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Paxton Energy Merger Sub, Inc.
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Name of merging entity, if applicable
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Name of merging entity, if applicable
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Name of merging entity, if applicable
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Name of merging entity, if applicable
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and, or;
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Paxton Energy, Inc.
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Name of surviving entity, if applicable
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This form must be accompanied by appropriate fees.
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Nevada Secretary of State 92A Merger Page 2
Revised on: 7-1-08
|
![]() |
ROSS MILLER
Secretary of State
204 North Carson Street, Suite 1
Carson City, Nevada 89701-4299
(775) 684 5708
Website: www.nvsos.gov
|
Articles of Merger
(PURSUANT TO NRS 92A.200)
Page 3
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USE BLACK INK ONLY – DO NOT HIGHLIGHT
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ABOVE SPACE IS FOR OFFICE USE ONLY
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(b)
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The plan was approved by the required consent of the owners of *:
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Name of merging entity, if applicable
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Name of merging entity, if applicable
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Name of merging entity, if applicable
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Name of merging entity, if applicable
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and, or;
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Name of surviving entity, if applicable
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This form must be accompanied by appropriate fees.
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Nevada Secretary of State 92A Merger Page 3
Revised on: 7-1-08
|
![]() |
ROSS MILLER
Secretary of State
204 North Carson Street, Suite 1
Carson City, Nevada 89701-4299
(775) 684 5708
Website: www.nvsos.gov
|
Articles of Merger
(PURSUANT TO NRS 92A.200)
Page 4
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||
USE BLACK INK ONLY – DO NOT HIGHLIGHT
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ABOVE SPACE IS FOR OFFICE USE ONLY
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(c)
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Approval of plan of merger for Nevada non-profit corporation (NRS 92A.160):
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Name of merging entity, if applicable
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Name of merging entity, if applicable
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Name of merging entity, if applicable
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Name of merging entity, if applicable
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and, or;
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Name of surviving entity, if applicable
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This form must be accompanied by appropriate fees.
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Nevada Secretary of State 92A Merger Page 4
Revised on: 7-1-08
|
![]() |
ROSS MILLER
Secretary of State
204 North Carson Street, Suite 1
Carson City, Nevada 89701-4299
(775) 684 5708
Website: www.nvsos.gov
|
Articles of Merger
(PURSUANT TO NRS 92A.200)
Page 5
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USE BLACK INK ONLY – DO NOT HIGHLIGHT
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ABOVE SPACE IS FOR OFFICE USE ONLY
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5)
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Amendments, if any, to the articles or certificate of the surviving entity. Provide
article numbers, if available. (NRS 92A.200)*:
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Article One of the Articles of Incorporation of Paxton Energy, Inc. is hereby amended as follows:
“The name of the Corporation is Worthington Energy, Inc.”
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6)
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Location of Plan of Merger (check a or b):
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ý
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(a) The entire plan of merger is attached;
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or,
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¨
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(b) The entire plan of merger is on file at the registered office of the surviving
corporation, limited-liability company or business trust, or at the records office
address if a limited partnership, or other place of business of the surviving entity
(NRS 92A.200).
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7)
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Effective date (optional)**:
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January 27, 2012
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This form must be accompanied by appropriate fees.
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Nevada Secretary of State 92A Merger Page 5
Revised on: 7-1-08
|
![]() |
ROSS MILLER
Secretary of State
204 North Carson Street, Suite 1
Carson City, Nevada 89701-4299
(775) 684 5708
Website: www.nvsos.gov
|
||
Articles of Merger
(PURSUANT TO NRS 92A.200)
Page 6
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USE BLACK INK ONLY – DO NOT HIGHLIGHT
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ABOVE SPACE IS FOR OFFICE USE ONLY
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8)
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Signatures - Must be signed by: An officer of each Nevada corporation; All general partners of
each Nevada limited partnership; All general partners of each Nevada limited-liability limited
partnership; A manager of each Nevada limited-liability company with managers or one
member if there are no managers; A trustee of each Nevada business trust (NRS 92A.230)*
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(if there are more than four merging entities, check box ¨ and attach an 81/2" x 11'' blank sheet containing the required information for each additional entity.):
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Paxton Energy Merger Sub, Inc.
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Name of merging entity
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/s/ Charles Volk, Jr.
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President
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January 24, 2012
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Signature
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Title
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Date
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Name of merging entity
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Signature
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Title
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Date
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Name of merging entity
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Signature
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Title
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Date
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Name of merging entity
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Signature
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Title
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Date
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Paxton Energy, Inc.
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Name of surviving entity
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/s/ Charles Volk, Jr.
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President
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January 24, 2012
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Signature
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Title
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Date
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IMPORTANT: Failure to include any of the above information and submit the proper fees may cause this filing to be rejected.
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This form must be accompanied by appropriate fees.
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Nevada Secretary of State 92A Merger Page 6
Revised on: 7-1-08
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