Exhibit T3A.2.6
| MICHIGAN DEPARTMENT OF COMMERCE — CORPORATION AND SECURITIES BUREAU | ||
| EFFECTIVE DATE | FILED | Date Received |
|
If
different than |
MAY 27 1982 | MAY 27 1982 |
| Administrator MICHIGAN DEPARTMENT OF COMMERCE Corporation & Securities Bureau |
||
| Corporation Number | 293-646 | |
ARTICLES OF INCORPORATION
Domestic Profit Corporation
(SEE INSTRUCTIONS ON REVERSE SIDE)
These Articles of Incorporation are signed by the incorporator(s) for the purpose of forming a profit corporation pursuant to the provisions of Act 284. Public Acts of 1972, as amended, as follows:
ARTICLE I ( See Part 2 of Instructions on Page 4.)
| The name of the corporation is Spenmick Corporation |
(See Part 3 of instructions on Page 4.)
ARTICLE II (If space below is insufficient, continue on Page 3.)
The purpose or purposes for which the corporation is organized is to engage in any activity within the purposes for which corporations may be organized under the Business Corporation Act of Michigan.
Among the purposes for which the corporation is organized is to purchase, sell, lease, maintain and operate retail and wholesale drug stores; to manufacture and compound drugs, chemicals and medicines; to deal in all kinds of drugs, chemicals and patent, proprietary and other medicines, and to carry on a general merchandise and drug business, to engage in, carry on and transact an all inclusive drug, prescription, soda fountain, sundries, restaurant or luncheon business, as well as handle the sale and distribution of beer, wine, liquor and any other beverages, bottled or in bulk, as the case may be or as permitted by law; to carry on a general mercantile or retail business; to purchase, acquire, sell, en-cumber, lease, let, own and manage real estate and personal property; and to conduct, operate, transact and engage in any and all other kinds of business incidental, ancillary, pertaining, necessary or proper or in any way connected with said business. |
(continued on page 3)
ARTICLE III
| The total authorized capital stock is: | |||||
| 1. | Common Shares | 50,000 | Par Value Per Share $ | 1.00 | |
| Preferred Shares | N/A | Par Value Per Share $ | |||
| and/or shares without par value as follows (See Part 4 of instructions on Page 4.) | |||||
| 2. | Common Shares | N/A | Stated Value Per Share $ | ||
| Preferred Shares | N/A | Stated Value Per Share $ | |||
| 3. | A statement of all or any of the relative rights, preferences and limitations of the shares of each class is as follows: (If space below is insufficient, continue on Page 3.) | ||||
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Page 1
ARTICLE IV
1. The address of the initial registered office is: (See Part 5 of instructions on Page 4.)
2290 First National Building, Detroit Michigan 48226 NO. AND STREET CITY ZIP
2. Mailing address of the initial registered office. (Need not be completed unless different than above.) (See Part 5 of instructions on Page 4.)
Michigan P.O. BOX CITY ZIP
3. The name of the initial resident agent at the registered office is: Jeanette M.Sermo
|
ARTICLE V (See Part 6 of Instructions on Page 4.)
| The name(s) and address(es) of the incorporator(s) is (are) as follows: | |
| Name | Resident or Business Address |
| Jeanette M. Sermo | 2290 First National Building, Detroit, Michigan 48226 |
ARTICLE VI
Any action required or permitted by this act to be taken at an annual or special meeting of shareholders may be taken without a meeting without prior notice and without a vote, if a consent in writing, setting forth the action so taken, is signed by the holders of outstanding stock having not less than the minimum number of votes that would be necessary to authorize or take the action at a meeting at which all shares entitled to vote theron were present and voted.
Prompt notice of the taking of the corporate action without a meeting by less than unanimous written consent shall be given to shareholders who have not consented in writing. |
[SEAL]
GOLD SEAL APPEARS ONLY ON ORIGINAL
Page 2
(Use space below for continuation of previous Articles and/or for additional Articles)
Please indicate which article you are responding to and/or insert any desired additional provisions authorized by the act by adding additional articles here.
I, the incorporator sign my name this 26th day of May 1982.
| /s/ Jeanette M. Sermo | ||
| Jeanette M. Sermo | ||
| (INSTRUCTIONS ON PAGE 4) |
[SEAL]
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Page 3
(Please do not write in spaces below — for Department use)
| MICHIGAN DEPARTMENT OF COMMERCE — CORPORATION AND SECURITIES BUREAU | ||
| FILED | Date Received | |
| JUN 14 1982 | JUN 14 1982 | |
| Administrator
MICHIGAN DEPARTMENT OF COMMERCE Corporation & Securities Bureau |
||
| EXPIRATION DATE: December 31, 1987 | ||
CERTIFICATE OF ASSUMED NAME
For Use by Domestic Corporations
(See Instructions on Reverse Side)
| INSERT CORPORATION NUMBER | 2 | 9 | 3 | - | 6 | 4 | 6 |
Pursuant to the provisions of Section 217, Act 284, Public Acts of 1972, as amended, the undersigned corporation executes the following Certificate:
| 1. | The true name of the corporation is | Spenmick Corporation | |
| 2. | The location of the registered office in Michigan is | |
| 2290 First National Building, Detroit, Michigan 48226 | ||
| (No. and Street) (Town or City) (Zip Code) |
| 3. | The assumed name under which the business is to be transacted is | |
| Apex Drugs | ||
| Signed this 11th day of June, 1982. |
| By | /s/ Spencer M. Partrich | |
| (Signature of President, Vice-President, Chairperson or Vice-Chairperson) | ||
| Spencer M. Partrich, Chairman of the Board | ||
| (Type or Print Name and Title) |
[SEAL]
GOLD SEAL APPEARS ONLY ON ORIGINAL
Page 4
(Please do not write in spaces below — for Department use)
| MICHIGAN DEPARTMENT OF COMMERCE — CORPORATION AND SECURITIES BUREAU | ||
| FILED | Date Received | |
| JUN 18 1982 | JUN 17 1982 | |
| Administrator | ||
| MICHIGAN
DEPARTMENT OF COMMERCE Corporation & Securities Bureau |
||
(See Instructions on Reverse Side)
(For Use by Domestic Corporations)
CERTIFICATE OF
AMENDMENT TO THE
ARTICLES OF INCORPORATION
| INSERT CORPORATION NUMBER | 2 | 9 | 3 | - | 6 | 4 | 6 |
The undersigned corporation executes the following Certificate of Amendment to its Articles of Incorporation persuant to the provisions of Section 631, Act 284, Public Acts of 1972, as amended:
| 1. The name of the corporation is | Spenmick Corporation | |
| 2. The location of the registered office is | |||
| 2290 First National Building, Detroit, Michigan 48226 | |||
| (No. and Street) | (Town or City) | (Zip Code) | |
3. The following amendment to the Articles of Incorporation was adopted on the 16th day of June, 1982: (Check one of the following)
x by the shareholders in accordance with Section 611 (2), Act 284, Public Acts of 1972, as amended. The necessary number of shares as required by statute were voted in favor of the amendment.
¨ by written consent of the shareholders having not less than the minimum number of votes required by statute in accordance with Section 407 (1) and (2). Act 284, Public Acts of 1972, as amended. Written notice to shareholders who have not consented in writing has been given. (Note: Written consent by less than all of the shareholders is permitted only if such provision appears in Articles of Incorporation.)
¨ by written consent of all the shareholders entitled to vote in accordance with Section 407 (3), Act 284, Public Acts of 1972, as amended.
Resolved, that Article I of the Articles of Incorporation be amended to read as follows: (Any article being amended is required to be set forth in its entirety.)
ARTICLE I
The name of the corporation is Apex Drug Stores, Inc.
|
| Signed this 16th day of June, 1982. | ||
| BY | /s/ Spencer M. Partrich | |
| (Signatuer of President, Vice-President, Chairperson or Vice-Chairperson) Spencer M. Partrich, Chairman of the Board | ||
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Page 5
(Please do not write in spaces below — for Department use)
| MICHIGAN DEPARTMENT OF COMMERCE — CORPORATION AND SECURITIES BUREAU | ||
| FILED | Date Received | |
| MAR 29 1985 | MAR 29 1985 | |
| Administrator | ||
| MICHIGAN
DEPT. OF COMMERCE Corporation & Securities Bureau |
||
| EXPIRATION DATE: December 31, 1990 | ||
CERTIFICATE OF ASSUMED NAME
(For Use by Domestic and Foreign Corporations)
(See lnstructions on Reverse Side)
Pursuant to the provisions of Section 217, Act 284, Public Acts of 1972, as amended, the undersigned corporation executes the following Certificate:
| 1. | The true name of the corporation is | Apex Drug Stores, Inc. | |
| 2. | The location of the registered office in Michigan is | |||
| 5400 Perry Drive, P.O. Box 1957, Pontiac, Michigan 48056 | ||||
| (No. and Street) | (Town or City) | (Zip Code) | ||
| 3. | The assumed name under which the business is to be transacted is | |
| Perry Drug Stores - Metro | ||
| Signed this 29th day March, 1985. | ||
| By | /s/ Donald Fox | |
| (Signature of President, Vice-President, Chairperson or Vice-Chairperson) | ||
| Donald Fox, President | ||
| (Type or Print Name and Title) | ||
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Page 6
Filed by Corporations Division Administrator Filing Number: 201709253500 Date: 12/12/2017
MICHIGAN DEPARTMENT OF LICENSING AND REGULATORY AFFAIRS
FILING ENDORSEMENT
This is to Certify that the CERTIFICATE OF ASSUMED NAME
for
APEX DRUG STORES, INC.
| ID Number: | 800301257 |
to transact business under the assumed name of
RITE AID
received by electronic transmission on December 12, 2017, is hereby endorsed.
Filed on December 12, 2017, by the Administrator.
The document is effective on the date filed, unless a subsequent effective date within 90 days after received date is stated in the document.
Expiration Date: December 31, 2022
| [SEAL] | In testimony whereof, I have hereunto set my hand and affixed the Seal of the Department, in the City of Lansing, this 12th day of December, 2017. |
| /s/ Julia Dale | |
| Julia Dale, Director | |
| Corporations, Securities & Commercial Licensing Bureau |
GOLD SEAL APPEARS ONLY ON ORIGINAL