ARTICLES OF INCORPORATION
CERTIFICATE OF AMENDMENT
OF THE
CERTIFICATE OF INCORPORATION
OF
LDC DEBT TRADERS ASSOCIATION, INC.
UNDER SECTION 803 OF THE NOT-FOR-PROFIT CORPORATION LAW
We, the undersigned, being the Chairman of the Board and Assistant Secretary of LDC Debt Traders Association, Inc., do hereby certify:
(2) The certificate of incorporation of LDC Debt Traders Association, Inc. was filed by the Department of State on the Fourth day of January, 1991. The said corporation was formed under the Not-For-Profit Corporation Law of the State of New York.
(3) The LDC Debt Traders Association, Inc. is a corporation as defined in subparagraph (a)(5) of section 102 of the Not-For-Profit Corporation Law and is a Type A corporation under section 201 of said law.
(4) Paragraph FIRST of the certificate of incorporation of LDC Debt Traders Association, Inc., which sets forth the name of the corporation, is hereby amended to read as follows:
"FIRST: The name of the corporation is:
Emerging Markets Traders Association, Inc.
(hereinafter referred to as the "Association")."
(5) This amendment to the certificate of incorporation of LDC Debt Traders Association, Inc. was authorized by the affirmative vote of a majority of the members entitled to vote thereon at a meeting of the members duly called and held on the 5th day of May, 1992, the affirmative vote being at least equal to the quorum.
(6) The Secretary of State of the State of New York is hereby designated the agent of the corporation upon whom process against it may be served. The post office address to which the Secretary of State shall mail a copy of any process against the corporation served upon him as agent of the corporation is:
| In care of | Nicolas S. Rohatyn Morgan Guaranty Trust Company of New York 60 Wall Street New York, New York 10260 |
IN WITNESS WHEREOF, the undersigned have subscribed this certificate and affirm the statements herein as true under the penalties of perjury this 5th day of May, 1992.
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_______________________
Nicolas S. Rohatyn, Chairman of the Board |
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_______________________
Michael M. Chamberlin, Assistant Secretary |
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| STATE OF NEW YORK COUNTY OF NEW YORK |
) ) ss.: ) |
| On the 6th day of May, 1992, before me came Nicolas S. Rohatyn, to me known to be the person described in and who executed the foregoing document, and acknowledged that he executed the same. | |
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_____________________________
Notary Public |
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| STATE OF NEW YORK COUNTY OF NEW YORK |
) ) ss.: ) |
| On the 5th day of May, 1992, before me came Michael M. Chamberlin, to me known to be the person described in and who executed the foregoing document, and acknowledged that he executed the same. | |
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_____________________________
Notary Public |
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ACKNOWLEDGEMENT OF RECEIPT BY THE ATTORNEY GENERAL
Pursuant to Section 804 (a) of the Not-For-Profit Corporation Law, the Attorney General acknowledges receipt of the foregoing Certificate of Amendment of the Certificate of Incorporation of LDC Debt Traders Association, Inc.
| New York, N.Y. Date: May 13, 1992 |
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| ____________________________ Assistant Attorney General |
APPROVAL OF SUPREME COURT JUSTICE
I, Edith Miller, a Justice of the Supreme Court of the State of New York, of the First Judicial District, in which the office of the corporation is located, approve of the foregoing Certificate of Amendment of the Certificate of Incorporation of LDC Debt Traders Association, Inc. and consent to its filing.
| Dated: June 5th, 1992 | |
| _________________________
Justice of the Supreme Court of the |