EXHIBIT 3.2
ARTICLES OF AMENDMENT TO
THE ARTICLES OF INCORPORATION OF
AQUA CLARA BOTTLING & DISTRIBUTION, INC.
John C. Plunkett, and John T. Thomas, being the President and Secretary,
respectively, of Aqua Clara Bottling & Distribution, Inc., a Colorado
corporation (hereinafter referred to as the "Corporation") do hereby certify
that, pursuant to the Articles of Incorporation, as amended, and the Colorado
Business Corporation Act, the Board of Directors of the Corporation at a regular
meeting held on January 13, 2000 approved and recommended to the shareholders
for their approval and adoption, the following amendment to the Corporation's
Articles of Incorporation, and the shareholders at a special meeting held on
March 7, 2000, thirty days notice thereof having been given, a quorum of shares
being present, and more shares having been cast favoring than opposing the
amendment, adopted the following amendment that amended the FIRST PARAGRAPH of
Article III to read as follows:
ARTICLE III
CAPITAL STRUCTURE
THE MAXIMUM NUMBER OF SHARES OF STOCK WHICH THIS CORPORATION
IS AUTHORIZED TO ISSUE OR TO HAVE OUTSTANDING AT ANY TIME SHALL BE
105,000,000 SHARES, OF WHICH 100,000,000 SHARES SHALL BE COMMON STOCK,
NO PAR VALUE PER SHARE, AND OF WHICH 5,000,000 SHARES SHALL BE
PREFERRED STOCK, NO PAR VALUE PER SHARE.
And that amended Article IX to read IN ITS ENTIRETY as follows:
ARTICLE IX
INDEMNIFICATION
EXCEPT AS IS LIMITED BY THE BYLAWS, THIS CORPORATION SHALL
INDEMNIFY, TO THE MAXIMUM EXTENT PERMITTED BY LAW, ANY PERSON, WHO IS
OR WAS A DIRECTOR, OFFICER, AGENT, FIDUCIARY OR EMPLOYEE OF THIS
CORPORATION ON OR AFTER THE EFFECTIVE DATE OF THIS AMENDMENT, AGAINST
ANY CLAIM, LIABILITY OR EXPENSE ARISING AGAINST OR INCURRED BY SUCH
PERSON MADE PARTY TO A PROCEEDING BECAUSE HE IS OR WAS A DIRECTOR,
OFFICER, AGENT, FIDUCIARY OR EMPLOYEE OF THIS CORPORATION OR BECAUSE HE
IS OR WAS SERVING ANOTHER ENTITY OR EMPLOYEE BENEFIT PLAN AS A
DIRECTOR, OFFICER, PARTNER, TRUSTEE, EMPLOYEE, FIDUCIARY OR AGENT AT
THIS CORPORATION'S REQUEST. THIS CORPORATION SHALL FURTHER HAVE THE
AUTHORITY TO THE MAXIMUM EXTENT PERMITTED BY LAW TO PURCHASE AND
MAINTAIN INSURANCE PROVIDING SUCH INDEMNIFICATION.
IN WITNESS WHEREOF, the Corporation has caused this Amendment to be duly
executed by its President and attested to by its Secretary this 7th day of March
2000.
/s/ JOHN C. PLUNKETT
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John C. Plunkett, President
/s/ JOHN T. THOMAS
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John T. Thomas, Secretary
