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EXHIBIT 3.11
Certificate of Amendment of
Certificate of Incorporation of
Inetvisionz.com, Inc.
Dated December 11, 2000
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STATE OF DELAWARE
CERTIFICATE OF AMENDMENT OF
CERTIFICATE OF INCORPORATION OF
INETVISIONZ.COM, INC.
A DELAWARE CORPORATION
FIRST: That at a meeting of the Board of Directors on INETVISIONZ.COM, INC.
resolutions were duly adopted setting forth a proposed amendment of the
Certificate of Incorporation of said corporation, declaring said amendment to be
advisable and calling a meeting of the stockholders of said corporation for
consideration thereof. The resolution setting forth the proposed amendment is as
follows:
RESOLVED, that the Certificate of Incorporation of this corporation be
amended by changing the Article thereof numbered "FIRST" so that, as amended,
said Article shall be read as follows:
"The name of this Corporation shall be "iNetVisionz, Inc."
RESOLVED FURTHER, that the Certificate of Incorporation of this
corporation be amended by changing the Article thereof numbered "FOURTH" so
that, as amended, said Article shall be read as follows:
"The Corporation shall be authorized to issue 100,000,000 (One Hundred
Million) shares of Common Stock at $0.001 par value. Holders of shares
of Common Stock are entitled to one vote for each share on all matters
to be voted on by the stockholders and to share ratably in dividends,
if any, as may be declared, from time to time, by the Board of
Directors in its discretion, from funds legally available therefor. The
Corporation shall also be authorized to issue 10,000,000 (Ten Million)
shares of Preferred Stock at $0.001 par value issuable in one or more
series with such powers, designations, preferences, rights,
qualifications, limitations or restrictions as may be determined in the
board's sole discretion, with no further authorization by shareholders
required for the creation and issuance thereof. When required by law
and in accordance with the provisions of Section 151 of the General
Corporations Law of the state of Delaware, the board of directors of
the Corporation shall have the express authority to execute,
acknowledge and file a certificate of designations setting forth, any
and all powers, designations, preferences, rights, qualifications,
limitations or restrictions on the stock."
SECOND: That thereafter, pursuant to resolution of its Board of Directors, a
special meeting of the stockholders of said corporation was duly called and
held, upon notice in accordance with Section 222 of the General Corporation Law
of the State of Delaware at which meeting the necessary number of shares as
required by statute were voted in favor of the amendment.
THIRD: That said amendments were duly adopted in accordance with the
provisions of Section 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.
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IN WITNESS THEREOF, the undersigned do make, file and record this Certificate
and do hereby certify that the facts herein stated are true and they have
accordingly hereunto set their hands this 17th day of November, A. D. 2000.
By: /s/ Noreen Khan By: /S/ Lawrence Horwitz
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Noreen Khan, President Lawrence Horwitz, Secretary