Microfluidics International Corp

Articles of Incorporation Filter

EX-3.1
from 8-K 1 page Certificate of Amendment to Restated Certificate of Incorporation of Microfluidics International Corporation
12/34/56
EX-3.1(I)
from 10-Q 1 page Certificate of Amendment of Certificate of Incorporation
12/34/56
EX-3.10(Z)
from 10-K 1 page <page> Ex 3.10(z) [Microfluidics Letterhead Appears Here] December 31, 1998 Irwin Gruverman 16 Tanglewood Road Needham, Ma 02194 Dear Mr. Gruverman: This Will Confirm Our Agreement Concerning Your Compensation as Chairman and CEO of Mfic. Subject to Approval by the Board, We Will Pay You at a Base Rate of $95,000 Per Year, Beginning January 1, 1999, Subject to Reductions and Other Changes Imposed on Executives at the December 21, 1998 Board Meeting ($76,000 on 1/1/99). You Will Participate in a Bonus Pool, if Any, for Management Employees. You Agree That Mfic Will Withhold Money From Your Compensation to Pay Appropriate Taxes. You Will Be Included in Mfic's Insurance and Medical Programs as in Past Years, at No Cost to You, as Part of Your Compensation. Microfluidics International, Inc. /S/ Michael a Lento /S/ Irwin Gruverman - Michael a Lento, President Irwin Gruverman for Myself /S/ Irwin Gruverman - Irwin Gruverman, CEO, Chairman [Microfluidics Letterhead Appears Here]
12/34/56
EX-3.23(B)
from 10-K 1 page Consent of Coopers & Lybrand L.L.P.
12/34/56
EX-3.23(A)
from 10-K 1 page Consent of Deloitte & Touche Llp
12/34/56
EX-3.10(S)
from 10-K 1 page Letter Dated 31-Dec-1997
12/34/56
EX-3.(B)
from 10-K ~20 pages Amended and Restated By-Laws for the Company
12/34/56
EX-3.24
from 10-K 1 page <page> Consent of Independent Accountants We Consent to the Incorporation by Reference in the Registration Statements of Microfluidics International Corporation on Forms S-8 (File Nos. 33-3242, 33- 6300, 33-19372 and 33-38928) of Our Report Dated February 23, 1996, on Our Audits of the Consolidated Financial Statements of Microfluidics International Corporation as of December 31, 1995 and 1994, and for the Years Ended December 31, 1995, 1994 and 1993, Which Report Is Included in This Annual Report on Form 10-K. Coopers & Lybrand L.L.P. Boston, Massachusetts March 29, 1996
12/34/56
EX-3.21
from 10-K 1 page <page> Subsidiaries Microfluidics Corporation, a Delaware Corporation Medicontrol Corporation, a Delaware Corporation
12/34/56
EX-3.10(L)
from 10-K ~20 pages Warrant for Purchase for Ledenburg & Co.
12/34/56
EX-3.10(K)
from 10-K 1 page <page> Microfluidics International Corporation 30 Ossipee Road Newton, Ma 02164 December 31, 1995 Irwin J. Gruverman 16 Tanglewood Road Needham, Ma 02194 Dear Mr. Gruverman: This Will Confirm Our Agreement Concerning Your Compensation as Chairman and CEO of Mfic, and Charges You Will Incur in Connection With Your Activities for G & G Diagnostics Corporation. You May Maintain an Office in Our Premises at 30 Ossipee Road and Will Pay Mfic $800.00 Per Month for Space, Incidental Administrative Support, Minor Supplies Usage, and Limited Use of Telephone and Copying Resources. You Will Reimburse Mfic for Express Charges, Outside Accounting Help and Materials and Services Purchased Through Our System. Subject to Approval by the Board, We Will Pay You at a Rate of $72,000 Per Year, Beginning January 1, 1996. of That Amount, 1/3 Will Be Paid in Restricted Mfic Stock, at a Price of $1.50/Share, at This Time. the Balance Will Be Paid in Cash, in 4 Equal Increments, at the Beginning of Each Quarter. a Bonus of Up to $28,000 Will Be Paid, Contingent on Meeting Performance Goals to Be Agreed. You Agree That Mfic Will Withhold Money From Your Compensation to Pay Appropriate Taxes. You Will Be Included in Mfic's Insurance and Medical Programs as in Past Years, at No Cost to You, as Part of Your Compensation. Jack Swig Will Be an Employee of Mfic. He Will Be Available to G & G on a Half- Time Basis, and G & G Will Reimburse 50% of His Salary Fringes and Tax Costs to Mfic on a Quarterly Basis. Microfluidics International, Inc. /S/ Michael Lento /S/ Irwin Gruverman - Michael Lento, President Irwin Gruverman Individually and as President of G&G Diagnostics Corporation /S/ Irwin Gruverman - Irwin Gruverman, CEO
12/34/56
EX-3.10(J)
from 10-K 1 page <page> Microfluidics International Corporation 30 Ossipee Road Newton, Ma 02164 Dear Michael: You Have Asked for an Explanation of Your Employment Status Under the Agreement You Executed on July 27, 1995, Which Became Effective Seven (7) Days Later on August 3, 1995. You Believe That Sections 1 and 2(c) of the Agreement Are Inconsistent and Create Confusion About Your Employment Status for the Period July 29, 1995 Through January 28, 1996. We Have Reviewed the Agreement and Do Not Agree That There Is Any Inconsistency. However, We Are Willing to Interpret the Agreement So That Your Employment Terminates on January 28, 1996, and That You Gave US (6) Months Notice of Such Termination on July 28, 1995. Your Resignation From Your Office or Director Positions Remains Effective as of July 28, 1995. for the Period From July 29, 1995 Through January 28, 1996, You Will Be Considered an Employee on Special Assignment. as a Result, You Will Be Eligible for Certain Specific Benefits Offered by the Company, 401(k) Participation, Stock Options and Life Insurance. You Will Not Be Eligible for Vacation Accrual or Any Other Benefits, Since You Will Be Involved Only on Special Assignments. I Trust This Letter Clarifies Any Question You Might Have Under the Agreement Which You Executed on July 27, 1995 and Which Became Effective on August 3, 1995. if So, I Suggest That You Execute This Letter in the Area Provided Below and That the Original of This Letter Be Attached to the Original of the Agreement and Made a Part Thereof. to the Extent There Is Any Inconsistency Between This Document and the Letter, the Letter Shall Take Precedence. Microfluidics International Corporation /S/ Irwin J. Gruverman Irwin J. Gruverman, CEO /S/ Michael T. Rumley - Michael T. Rumley Date: 8/16/95
12/34/56
EX-3.10(I)
from 10-K ~5 pages Agreement With Michael Rumley
12/34/56