`
`
`
`1
`
`‘Zfie first State
`
`I,
`
`JEFEREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF
`
`DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT
`
`COPY OF THE CERTIFICATE OF MERGER, WHICH MERGES:
`
`"VALEO,
`
`INC.", A NEW YORK CORPORATION,
`
`WITH AND INTO "VALEO ELECTRICAL SYSTEMS,
`
`INC " UNDER THE
`
`NAME OF "VALEO NORTH AMERICA,
`
`INC ", A CORPORATION ORGANIZED AND
`
`EXISTING UNDER THE LAWS OF THE STATE OF DELAWARE, As RECEIVED
`
`AND FILED IN THIS OFFICE THE TWENTIETH DAY OF NOVEMBER, A.D.
`
`2013, AT 11:01 O’CLOCK A.M;
`
`AND I DO HEREBY FURTHER CERTIFY THAT THE EFFECTIVE DATE OF
`
`THE AFORESAID CERTIFICATE OF MERGER IS THE THIRTY-FIRST DAY OF
`
`DECEMBER, A.D. 2013.
`
`A FILED COPY OF THIS CERTIFICATE HAS BEEN FORWARDED TO THE
`
`NEW CASTLE COUNTY RECORDER OF DEEDS.
`
` 131329168
`
`2359180
`
`8100M
`
`You may verify this certificate online
`at corp. delaware . gov/authver. shtml
`
`Valeo Exhibit 1022
`
`Valeo et a1. V. Magna Electronics
`IPR2014-01203,1PR2014-01204,
`
`IPR2014-01206, IPR2014—01208 Jeffrey W. Bullock, Secretary of State
`
`AUTHEN C TION: 0914623
`
`DATE: 11-21-13
`
`1022-001
`
`1022-001
`
`
`
`NUU—EU—Zflld
`
`11=uo
`
`P.Ua
`
`State of Delaware
`Secreta? of State
`Division 0 Corporations
`rimmed”!ii0i$i§§6§26§313
`SRV 1313291.!68 — 2359180 FILE
`
`CERTIF1CATSFOF MERGER
`VALEO, INC.
`(:1 New York corporation)
`WITH AND INTO
`VALEQ ELECTRICAL SYSTEMS, INC.
`(:1 Delaware corporation)
`
`Pursuant to Title 8, Section 252 ofthe Delaware General Corpomtion Law, the undersigned
`corporation executed the following Certificate of Merger:
`
`The name of each canstituont corporation is Valeo, Inc., a New York commotion
`FIRST:
`and Valoo Electrical Systcms. inc., :1 Delaware corporation.
`
`The Agreement and Plan of Merger has been approved, adopted, certified, executed
`SECOND:
`and acknowledged by each of the constituent corporations.
`
`The surviving corporation is Valet) Electrical Systems. Inc., a Delaware corporation,
`TI-lIRD:
`and its name following the merger shall be Valet) North America Inc... a Delaware corporation.
`
`The Certificate of Incorporation of the surviving corporation will be amended in
`FOURTH:
`connection with the merger to change the name of the surviving corporatitm to “Valoo North America,
`Inc." The Certificate of Incorporation of the surviving comormion‘ as in effect immediately prior to tho
`mcrgcr. shall be the Certificate of incorporation of the surviving, corporation following the merger except
`that Article l of the Certificate of Incorporation shall be amended and restated to read as follows:
`
`“The name of the Corporation shall be Valco North America, loo, 3 Dolaware corporation.”
`
`FIFTH:
`
`The merger is to bocome effective on December 31, 2013.
`
`The Agreement and Plan of Merger is on file at 150 Stephenson Highway, Troy,
`SIXTH:
`MI, 48083, the place ofbusinoss of the surviving corporation.
`
`A mpy of the Agrcomcm and Plan of Merger will be furnished by the surviving
`SEVENTH:
`corporation on request, without cost, to any stockholder ot'the constituent corporations.
`
`[signature page follows]
`
`lZHSGG-I
`
`1022-001
`
`1022-001
`
`
`
`NUU—ZU—Zk‘lld
`
`1 1 = [11151
`
`f" . US
`
`IN WITNESS WI—IEREDF, said surviving corporation has caused this certificate to be signed by
`an authorized officer, the 13th day ofNovcmbcr. 2013.
`
`VALEO ELECTRICAL SYSTEMS, INC.
`21 Delaware co orati
`
`1
`
`Title: Secretary
`
`I3MJ604
`
`[Certificate anL’rger (DE) - Valen/VESI]
`
`1022-001
`
`1022-001
`
`
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