Published on July 15, 2008
CERTIFICATE
      OF OWNERSHIP
    OF
    SICLONE
      INDUSTRIES, INC.
    (a
      Delaware corporation)
    AND
    APOLLO
      MEDICAL HOLDINGS, INC.
    (a
      Delaware corporation)
    UNDER
      SECTION 253 OF THE GENERAL CORPORATION LAW
    OF
      THE
      STATE OF DELAWARE
    
The
      undersigned corporations organized and existing under and by virtue of the
      General Corporation Law of the State of Delaware, 
    
DO
      HEREBY
      CERTIFY:
    
FIRST: That
      the
      name and state of incorporation of each of the constituent corporations of
      the
      merger are as follows:
    | 
               NAME 
             | 
            
               STATE
                OF INCORPORATION 
             | 
          
| 
               | 
            
               | 
          
| 
               Siclone
                Industries., Inc. 
             | 
            
               Delaware 
             | 
          
| 
               | 
            
               | 
          
| 
               Apollo
                Medical Holdings, Inc. 
             | 
            
               Delaware 
             | 
          
SECOND: That
      100%
      of the outstanding stock of Apollo Medical Holdings, Inc. is owned by Siclone
      Industries, Inc.
    
THIRD: That
      the
      name of the surviving corporation of the merger is Siclone Industries,
      Inc.,
      which
      will continue its existence as said surviving corporation under the name Apollo
      Medical Holdings,
      Inc.
    
FOURTH:
      That the Certificate of Incorporation of Siclone Industries, Inc., a Delaware
      corporation, the surviving corporation, shall be the Certificate of
      Incorporation of the surviving corporation, except that article FIRST relating
      to the name shall be struck and shall be substituted in lieu therefor the
      following article:
    
“FIRST:
      The name of the corporation is Apollo Medical Holdings, Inc.”
    
FOURTH:  That
      the
      members of the Board of Directors of Siclone Industries, Inc. unanimously
      adopted the following resolution by written consent on the 18th
      day of
      June, 2008:
    | 
               RESOLVED,
                that the Company's wholly-owned subsidiary, Apollo Medical Holdings,
                Inc.,
                be merged with and into the Company, and that upon the filing of
                the
                appropriate certificate of Merger with the Secretary of State of
                the State
                of Delaware, the Company's name shall be changed to Apollo Medical
                Holdings, Inc. 
             | 
          
FIFTH:   This
      merger shall be effective on July 2, 2008.
    
IN
      WITNESS WHEREOF, the undersigned have executed this Certificate this
      18th
      day of
      June, 2008.
    | 
               SICLONE
                INDUSTRIES, INC. 
             | 
          |
| 
               
By:/s/
                Warren Hosseinion
 
              
Name:
                 Dr.
                Warren Hosseinion
 
              
Title:
                 Chief
                Executive Officer
 
             | 
          |
| 
               APOLLO
                MEDICAL HOLDINGS, INC. 
             | 
          |
| 
               
By:/s/
                Warren Hosseinion
 
              Name:
                Dr. Warren Hosseinion 
              
Title:
                 Chief
                Executive Officer 
 
             | 
          
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