Membership/Certificate Holders Number Classification Voting Rights

CERTIFICATE OF MERGER OR
FINGER LAKES MIGRANT HEALTH CARE PROJECT, INC.
AND
YATES COUNTY FAMILY PLANNING SERVICES, INC.
INTO
FINGER LAKES MIGRANT HEALTH PROJECT, INC.
Under Section 904 of the Not-for-Profit Corporation Law

Paragraph First:The names of each of the constituent corporations are “Finger Lakes Migrant Health Care Project, Inc.” and “Yates County Family Planning Services, Inc.” Neither constituent corporation has changed its name since formation. The name of the surviving corporation shall be “Finger Lakes Migrant Health Care Project, Inc.”

Paragraph Second:The membership and holders of any certificates evidencing capital contributions or subventions, of the constituent corporation of “Yates County Family Planning Services, Inc.” is as follows:

Membership/Certificate Holders Number Classification Voting Rights

___NONE______

Paragraph Third:The membership and holders of any certificates evidencing capital contributions or subventions, of the constituent corporation of “Finger Lakes Migrant Health Care Project, Inc.” is as follows:

Membership/Certificate Holders Number Classification Voting Rights

___NONE______

Paragraph Fourth:There are no amendments or changes to the certificate of incorporation of the surviving corporation to be effected by the merger at this time.

Paragraph Fifth:The effective date of the merger shall be the date of filing with the New York State Department of State, Division of Corporations.

Paragraph Sixth:The date of filing of the certificate of incorporation of constituent corporation “Yates County Family Planning Services, Inc.” with New York State Department of State is February 13, 1973.

Paragraph Seventh:The date of filing of the certificate of incorporation of constituent corporation “Finger Lakes Migrant Health Care Project, Inc.” with New York State Department of State is January 24, 2000.

Paragraph Eighth:The manner by which the merger was authorized by constituent corporation “Yates County Family Planning Services, Inc.” is as follows:

Yates County Family Planning Services, Inc. Board of Directors voted in favor of this merger on September 8, 2009.______

Paragraph Ninth:The manner by which the merger was authorized by constituent corporation “Finger Lakes Migrant Health Care Project, Inc.” is as follows:

Finger Lakes Migrant Health Care Project, Inc. Board of Directors voted in favor of this merger on September 9, 2009.______

Paragraph Tenth:That the approval of this merger by the New York State Department of Health, as required by Section 404 of the Not-for-Profit law, is annexed hereto.

Yates County Family Planning Services, Inc.
Constituent Corporation

Dated: 6/14/10______
By: Marty Blumenstock
Title: Executive Director

STATE OF NEW YORK COUNTY OF YATES }ss.:

Before me personally came Marty Blumenstock, in his/her capacity as Executive Director of Yates County Family Planning Services, Inc., to me personally known and known to me to be the same person in and who executed the within Instrument.

______
Notary Public

Finger Lakes Migrant Health Care Project, Inc
Constituent Corporation and Surviving Corporation

Dates: 6/14/2010______
By: Mary Ann Zelazny
Title: Chief Executive Officer

STATE OF NEW YORK COUNTY OF YATES }ss.:

Before me personally came Marty Blumenstock, in his/her capacity as Executive Director of Finger Lakes Migrant Health Care Project, Inc., to me personally known and known to me to be the same person in and who executed the within Instrument.

______
Notary Public