OLD NIGHT INC
PRE 14C, EX-3.1, 2000-07-10
NON-OPERATING ESTABLISHMENTS
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                                    EXHIBIT A

                     AMENDMENT TO ARTICLES OF INCORPORATION

RESOLVED, the Articles of Incorporation of Old Night, Inc. as follows:

1.   The First  Article be amended  changing  the name from Old Night,  Inc.  to
     NxGen Networks, Inc.

2.   The  Certificate of Articles of Amendment of the Articles of  Incorporation
     as attached to this resolution is hereby approved.



<PAGE>


                            CERTIFICATE OF AMENDMENT
                                       TO
                            ARTICLES OF INCORPORATION
                                       OF

                                 OLD NIGHT, INC.

         Pursuant to the provisions of section 78.209,  Nevada Revised Statutes,
the undersigned  President and Secretary of Old Night, Inc. (the "Corporation"),
does  hereby  certify  the  Board of  Directors  of the  Corporation  adopted  a
resolution to amend the original articles as follows:

Article First which presently reads as follows:

                                  ARTICLE FIRST
                                 Corporate Name

         The name of the Corporation shall be:

                            OLD NIGHT,  INC.

Is hereby amended to read as follows:

                                  ARTICLE FIRST
                                 Corporate Name

         The name of the Corporation is:

                              NXGEN NETWORKS, INC.
                             ----------------------

         The number of shares of the  corporation  outstanding  and  entitled to
vote on an amendment to the Articles of  Incorporation  is  5,460,400;  that the
said changes and  amendments  have been  consented to and approved by a majority
vote of the  stockholders  holding  at least a  majority  of each class of stock
outstanding and entitled to vote thereon.


         The effective date of this amendment is July __, 2000, at the Closing.



    ------------------------------              ------------------------------
    Xenios Xenopoulos, Secretary                  Xenios Xenopoulos, President


On the _____ Day of July,  2000 Xenios  Xenopoulos the sole director and officer
of the Company  personally  appeared  before me, a Notary  Public in and for the
Country of Cyprus, and acknowledged that he executed the above instrument.


                                                  ------------------------------
                                                   Notary Public in and for the
                                                   Country of Cyprus



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