EX-3.101 100 d64408exv3w101.htm EX-3.101 exv3w101
Exhibit 3.101
PAGE 1
Delaware
The First State
     I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE DO HEREBY CERTIFY THAT THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF CONVERSION OF A DELAWARE CORPORATION UNDER THE NAME OF “MOTT’S INC.” TO A DELAWARE GENERAL PARTNERSHIP, CHANGING ITS NAME FROM “MOTT’S INC.” TO “MOTT’S PARTNERS”, FILED IN THIS OFFICE ON THE TWENTY-SECOND DAY OF DECEMBER, A.D. 2003, AT 11:40 O’CLOCK P.M.
     AND I DO HEREBY FURTHER CERTIFY THAT THE EFFECTIVE DATE OF THE AFORESAID CERTIFICATE OF CONVERSION IS THE TWENTY-EIGHTH DAY OF DECEMBER, A.D. 2003, AT 3 O’CLOCK P.M.
     A FILED COPY OF THIS CERTIFICATE HAS BEEN FORWARDED TO THE NEW CASTLE COUNTY RECORDER OF DEEDS.
         
 
  (SEAL)    
 
    /s/ Harriet Smith Windsor
 
   
 
Harriet Smith Windsor, Secretary of State

     2462306     8100V
      AUTHENTICATION: 2844015
 
       
     030829128
      DATE: 12-31-03

 


 

CERTIFICATE OF CONVERSION
TO
GENERAL PARTNERSHIP
(PURSUANT TO SECTION 266 OF THE DELAWARE GENERAL
CORPORATION LAW AND SECTION 15-901 OF THE
DELAWARE REVISED UNIFORM PARTNERSHIP ACT)
This Certificate of Conversion to General Partnership dated as of December 18, 2003 is executed and filed by the undersigned to convert Mott’s Inc., a corporation organized and existing under the laws of Delaware (the “Corporation”), into a general partnership under the Delaware Revised Uniform Partnership Act. The undersigned DOES HEREBY CERTIFY as follows:
     FIRST: The name of the Corporation immediately prior to the filing of this Certificate of Conversion to General Partnership is Mott’s Inc.
     SECOND: The date of filing of the Corporation’s original Certificate of Incorporation with the Secretary of State of Delaware is December 23, 1994.
     THIRD: The name of the general partnership into which the Corporation shall be converted as set forth in the Statement of Partnership Existence is “Mott’s Partners”.
     FOURTH: The effective date and time of the conversion of the Corporation into a general partnership shall be as of December 28, 2003 at 3:00 P.M. Eastern Standard Time.
     FIFTH: The conversion of the Corporation into Mott’s Partners has been approved in accordance with the provisions of Section 266 of the Delaware General Corporation Law and Section 15-901 of the Delaware Revised Uniform Partnership Act.
[Signature page follows.]
         
 
      State of Delaware
 
      Secretary of State
 
      Division of Corporations
 
      Delivered 11:38 PM 12/22/2003
 
      FILED 11:40 PM 12/22/2003
 
      SRV 030829128 — 2462306 FILE

 


 

IN WITNESS WHEREOF, the undersigned has duly executed this Certificate of Conversion to General Partnership as of the date first written above.
         
  MOTT’S INC.
 
 
  By:   /s/ Marian Brancaccio    
    Name:   Marian Brancaccio   
    Title:   Senior Vice President and Secretary   
 
Signature Page to Certificate of Conversion to General Partnership