GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF CONSUMER AND REGULATORY AFFAIRS
CERTIFICATE
THIS IS TO CERTIFY that all applicable provisions of the District of Columbia
Business Corporation Act have been complied with and accordingly, this
CERTIFICATE OF AMENDMENT is hereby issued to: EUROTECH, LTD.
IN WITNESS WHEREOF I have hereunto set my hand and caused the seal of this
office to be affixed as of the 21ST day of JUNE, 2000.
Lloyd J. Jordan
Director
Patricia E. Grays
Acting Administrator
Business Regulation Administration
William L. Ables Jr.
Act. Assistant Superintendent of Corporations
Corporations Division
Anthony A. Williams
Mayor
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ARTICLES OF AMENDMENT
TO THE
ARTICLES OF INCORPORATION
OF
EUROTECH, LTD.
TO: Department of Consumer and Regulatory Affairs
Corporation Division
Washington, DC 20001
Pursuant to the provisions of Title 29, Chapter 3 of the Code of Laws
of the District of Columbia, the undersigned corporation adopts the following
Articles of Amendment to its Articles of Incorporation:
FIRST: The name of the corporation is Eurotech, Ltd.
SECOND: The following amendment to the Articles of Incorporation was adopted
by the shareholders of the corporation on June 20, 2000, in the
manner prescribed by the Code of Laws of the District of Columbia:
The Articles of Incorporation are amended to increase the authorized
number of shares of common stock to 100,000,000 and to increase the
authorized number of shares of preferred stock to 5,000,000, so that
paragraph (a) of Article Fourth of the Articles of Incorporation, as
heretofore amended, has been amended to read as in its entirety
follows:
"(a) The total number of shares of capital stock which
the Corporation shall have authority to issue is One Hundred Five
Million (105,000,0000) shares of which One Hundred Million
(100,000,000) shares shall be designated as common stock with a par
value of $.00025 per share and Five Million (5,000,000) shares shall
be designated as preferred stock with a par value of $.01 par
share."
<PAGE>
THIRD: The number of shares of the corporation outstanding at the time of
such adoption was 41,942,800 shares of common stock and the number
of shares entitled to vote thereon was 42,957,800 shares of common
stock, being the number of such shares outstanding on the record
date fixed by the Board of Directors to determine the shareholders
entitled to notice of and to vote at the meeting of shareholders at
which said amendment was adopted.
JUN 21 2000
FOURTH: The designation and number of outstanding shares of each class
entitled to vote thereon as a class were as follows:
Class Number of Shares
----- ----------------
None
FIFTH: The number of shares of common stock voted for such amendment was
29,145,072 and the number of shares voted against such amendment was
535,749.
SIXTH: The number of shares of each class entitled to voted thereon as a
class voted for and against such amendment, respectively, was:
Class Number of Shares Voted
----- ----------------------
For Against
--- -------
None
SEVENTH: The manner, if not set forth in such amendment, in which any
exchange, reclassification or cancellation of issued shares provided
for by such amendment shall be effected, is as follows:
No change
EIGHTH: The manner in which such amendment effects a change in the amount of
stated capital, or paid in surplus, or both, and the amount of
stated capital and the amount of paid in surplus as changed by such
amendment, are as follows:
None
Date: June 20, 2000 EUROTECH, LTD.
(Corporate Seal) By: Don V. Hahnfeldt
------------------------
Its President
Attest:
Its Secretary
