Exhibit 3.2
STATE OF DELAWARE
CERTIFICATE OF AMENDMENT
of
CERTIFICATE OF INCORPORATION
First: That at a meeting of the Board of Directors of SIERRA MADRE GOLD
CORPORATION resolutions were duly adopted setting forth proposed amendments of
the Certificate of Incorporation of said corporation, declaring said amendments
to be advisable and requesting a majority of the stockholders of said
corporation to give their consent in writing thereto. The resolutions setting
forth the proposed amendments are as follows:
BE IT RESOLVED THAT, that effective October 4, 1999 the Certificate of
Incorporation of this corporation be amended by changing the article
thereof numbered "I" so that, as amended, said Article shall be and
read as follows:
"Article I
Name
The name of the Corporation shall be CAPITAL ONE VENTURES CORP."
Second: That thereafter, pursuant to resolution of its Board of Directors, a
majority of the stockholders of said corporation gave their consent in writing
to the preceding resolutions in lieu of a meeting of stockholders pursuant to
ss.228 of the General Corporation Law of the State of Delaware.
Third: That said amendment was duly adopted in accordance with the provisions
ofss.242 of the General corporation Law of the State of Delaware.
Fourth: That the capital of said corporation shall not be reduced under or by
reason of said amendment.
By: /s/ Pedro Villagran-Garcia
-----------------------------------------
(Authorized Officer)
Name: Pedro Villagran-Garcia