Exhibit 3.2

 

Business Entity - Filing Acknowledgement 06/05/2025 Work Order Item Number: Filing Number: Filing Type: Filing Date/Time: Filing Page(s): W2025060500670 - 4502737 20254949272 Articles of Conversion 6/5/2025 9:20:00 AM 4 Indexed Entity Information: Entity ID: E49492572025 - 8 Entity Name: Lakewood - Amedex Biotherapeutics Inc. Expiration Date: None Entity Status: Active Commercial Registered Agent Vcorp Agent Services, Inc. 701 S. Carson Street, Suite 200, Carson City, NV 89701, USA FRANCISCO V. AGUILAR Secretary of State RUBEN J. RODRIGUEZ Deputy Secretary for Southern Nevada 2250 Las Vegas Blvd North, Suite 400 North Las Vegas, NV 89030 Telephone (702) 486 - 2880 Fax (702) 486 - 2452 STATE OF NEVADA OFFICE OF THE SECRETARY OF STATE GABRIEL DI CHIARA Chief Deputy Secretary of State DEANNA L. REYNOLDS Deputy Secretary for Commercial Recordings 401 N. Carson Street Carson City, NV 89701 Telephone (775) 684 - 5708 Fax (775) 684 - 7141 The attached document(s) were filed with the Nevada Secretary of State, Commercial Recording Division. The filing date and time have been affixed to each document, indicating the date and time of filing. A filing number is also affixed and can be used to reference this document in the future. Respectfully, FRANCISCO V. AGUILAR Secretary of State Page 1 of 1 Commercial Recording 2250 Las Vegas Blvd North North Las Vegas, NV 89030 401 N. Carson Street Carson City, NV 89701 1 State of Nevada Way Las Vegas, NV 89119

 

 

Business Number E49492572025 - 8 Filed in the Office of Secretary of State State Of Nevada Filing Number 20254949272 Filed On 6/5/2025 9:20:00 AM Number of Pages 4

 

 

Exchange/Merger: Owner's approval (NRS 92A.200) (options a, b or c must be used for each entity) A. Owner's approval was not required from the: Acquired/merging Acquiring/surviving B. The plan was approved by the required consent of the owners of: Acquired/merging Acquiring/surviving C. Approval of plan of exchange for Nevada non - profit corporation (NRS 92A.160): Non - profit Corporations only: The plan of exchange/merger has been approved by the directors of the corporation and by each public officer or other person whose approval of the plan of merger is required by the articles of incorporation of the domestic corporation. Acquired/merging Acquiring/surviving Name of acquired/merginq entity Name of acquiring/surviving entity 4. Approval Continued: (If more than one entity being acquired or merging please attach additional approval page.) Exchange/Merger: Owner's approval (NRS 92A.200) (options a, b or c must be used for each entity) Q A. Owner's approval was not required from the: Acquired/merging Acquiring/surviving B. The plan was approved by the required consent of the owners of: Acquired/merging Acquiring/surviving C. Approval of plan of exchange for Nevada non - profit corporation (NRS 92A.160): Non - profit Corporations only: The plan of exchange/merger has been approved by the directors of the corporation and by each public officer or other person whose approval of the plan of merger is required by the articles of incorporation of the domestic corporation. Acquired/merging Acquiring/surviving Name of acquired/merging entity Name of acquiring/surviving entity 4. Approval Continued: (If more than one entity being acquired or merging please attach additional approval page.) 09:20:20 a m 06 — 05 — 2025 6 18886118813 to: Nevada SOS Page: 06 of 14 FRANCISCO V. AGUILAR Secretary of State 401 North Carson Street 2025 - 06 - 05 16:21:03 GMT Carson City, Nevada 89701 - 4201 (775) 684 - 5708 Website: www.nvsos.gov www.nvsiIverflume. ov 18886118813 From: Vcorp Services, LL ABOVE SPACE IS FOR OFFICE USE ONLY Articles of Conversion/E chan e/Mer er Merger NRS 92A.200 and 92A.205 This filing completes the following: Conversion Exchange TYPE OR PRINT - USE DARK INK ONLY - DO NOT HIGHLIGHT ” corporation, limited partnership, limited - liability limited partnership, limited - liability company or business trust. Page 2 of 4 Revised: d/I/y024

 

 

09 20:20 a m 06 — 05 — 2025 7 To: Nevada SOS 18886118813 Page: 07 of 14 FRANCISCO V. AGUILAR Secretary of State 401 North Carson Street 2025 - 06 - 05 16:21 :03 GMT Carson City, Nevada 89701 - 4201 (775) 684 - 5708 Website: www.nvsos.gov www.nvsiIverflume.gov Articles of Conversion/Exchange/Merger NRS 92A.200 and 91A.205 Name Care of: 6.Forwarding Address for Service of Process: (Conversion and Mergers only, if resulting/surviving entity is foreign) State Zip/Postal Code City Address 7. Amendment, if any, to the articles or certificate of the surviving entity. (NRS 92A.200): (Merger only) ” " Amended and restated articles may be attached as an exhibit or integrated into the articles of merger. Please entitle them "Restated" or "Amended and Restated," accordingly. The form to accompany restated articles prescribed by the secretary of state must accompany the amended and/or restated articles. Pursuant to NRS 92A.180 (merger of subsidiary into parent - Nevada parent owning 90% or more of subsidiary), the articles of merger may not contain amendments to the constituent documents of the surviving entity except that the name of the surviving entity may be changed. Exchange: The undersigned declares that a plan of exchange has been adopted by each constituent entity (NRS 92A.200). Merger: (Select one box) The undersigned declares that a plan of merger has been adopted by each constituent entity (NRS 92A.200). The undersigned declares that a plan of merger has been adopted by the parent domestic entity (NRS 92A.180). 8 . Declaration : (Exchange and Merger only) Conversion: A plan of conversion has been adopted by the constituent entity in compliance with the law of the jurisdiction governing the constituent entity. Signatures must be signed by: 1. If constituent entity is a Nevada entity. an officer of each Nevada corporation; all general partners of each Nevada limited partnership or limited - liability limited partnership; a manager of each Nevada limited - liability company with managers or one member if there are no managers; a trustee of each Ncvada business trust; a managing partner of a Nevada limited - liability partnership (a.k.a. general partnership governed by NRS chapter 87). 2. If constituent entity is a foreign entity: must be signed by the constituent entity in the manner provided by the law governing it. Lakewood - Amedex Inc. Name of constituent entity 9. Signature Statement: (Required) 18886118813 From: Vcorp Services, LLC Form will be returned if unsigned. This form must be accompanied by appropriate fees. Page 3 of 4 Revised: 8/1/2023

 

 

0 20 0 0 0 8 To: Nevada SOS 1 813 Page: 08 of 14 FRANCISCO V. AGUILAR Secretary of State 2025 - 06 - 05 16:21:03 GMT 401 North Carson Street Carson City, Nevada 89701 - 4201 (775) 684 - 5708 Website: www.nvsos.gov www.nvsiIverfIume. ov 18886118813 From: Vcorp Services, LI Arti les of Co versio /E ha e/Mer er NRS 92A.200 and 91A.205 9. Signature Statement Continued: (Required) Merger: Signatures - Must be signed by: An officer of each Nevada corporation; All general partners of each Nevada limited partnership; All general partners of cach Nevada limited - liability limited partnership; A manager of each Nevada limited - liability company with managers cr one member if there are no managers; A trustee of each Nevada business trust (NRS 92A.230). The articles of merger must be signed by each foreign constituent entity in the manner provided by the law governing it (NRS 92A.230). Additional signature blocks may be added to this page or as an attachment, as needed. 10. Signature(s): (Required) Name of acquired/merging entity Exchange: Signatures - Must be signed by: An officer of each Nevada corporation; All general partners of each Nevada limited partnership; All general partners of each Nevada limited - liability limited partnership; A manager of each Nevada limited - liability company with managers or a member if there are no Managers; A trustee of each Nevada business trust (NRS 92A.230) Unless otherwise provided in the certificate of trust or governing instrument of a business trust, an exchange must be approved by all the trustees and beneficial owners of each business trust that is a constituent entity in the exchange. The articles of exchange must be signed by each foreign constituent entity in the manner provided by the law governing it (NRS 92A.230). Additional signature blocks may be added to this page or as an attachment, as needed. Signature (Exchange/Merger) Title Date If more than one entity being acquired or merging please attach additional page of informaiton and signatures. Name of acquiring/surviving entity Signature (Exchange/Merger) Signature of Constituent Entity (Conversion) Title CFO Title Please include any required or optional information in space below: (altach additional page(s) if necessary) Form will be returned if unsigned. This form must be accompanied by appropriate fees. Oate 05/14/2025 Date Page 4 of 4 Revised: 8/J/2023

 

 

DOMESTIC CORPORATION (78) CHARTER CONVERSION I, FRANCISCO V. AGUILAR, the duly qualified and elected Nevada Secretary of State, do hereby certify that Lakewood - Amedex Biotherapeutics Inc. did, on 06/05/2025, file in this office Articles of Conversion; that said documents are now on file and of record in the office of the Secretary of State of the State of Nevada, and further, that said documents meet all the provisions required by the law of the State of Nevada. Certificate Number: B202506055786715 You may verify this certificate online at https://www.nvsilverflume.gov/home IN WITNESS WHEREOF, I have hereunto set my hand and affixed the Great Seal of State, at my office on . FRANCISCO V. AGUILAR Secretary of State