<PAGE>
EXHIBIT 2.2
CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF
ECO-SYSTEMS MARKETING CORPORATION (4/21/1997)
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FILED
THE OFFICE OF THE
SECRETARY OF STATE OF THE
STATE OF NEVADA
CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION
AUG 21 1997 (After Issuance of Stock)
C139-93 ECO-SYSTEMS MARKETING CORPORATION
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/s/ DEAN HELLER
DEAN HELLER, SECRETARY OF STATE
We the undersigned, Donald L. Trapp, President and Cherie Larson,
Secretary of Eco-Systems Marketing Corporation do hereby certify:
That the Board of Directors of said corporation as a meeting duly
convened, held on the 21st day of April, 1997, adopted a resolution to amend
the original articles as follows:
Article One is hereby amended to read:
"The name of the corporation is Rama Financial Corporation."
The number of shares of the corporation outstanding and entitled to vote on an
amendment to the Articles of Incorporation is 100%; that the said change(s)
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.
/s/ Donald L. Trapp
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Donald L. Trapp, President
/s/ Cherie Larson
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Cherie Larson, Secretary
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STATE OF CALIFORNIA )
)
COUNTY OF MARIN )
On May 30, 1997, before me James F. O'Donnell, Jr., Notary Public, personally
appeared Donald L. Trapp and Cherie Larson, proved to me on the basis of
satisfactory evidence to be the person(s) whose name(s) are subscribed to the
within instrument and acknowledged to me that they executed the same in their
authorized capacity(ies), and that by their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed
the instrument.
WITNESS my hand and official seal.
[SEAL]
OFFICIAL SEAL - 1124891
JAMES F. O'DONNELL JR. /s/ James F. O'Donnell, Jr.
NOTARY PUBLIC - CALIF. ---------------------------
COUNTY OF MARIN Signature of Notary Public
MY COMM. EXPIRES FEB 19, 2001
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Though the data below is not required by law, it may prove valuable to persons
relying on the document and could prevent fraudulent reattachment of this form.
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CAPACITY OF SIGNER DESCRIPTION OF
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<S> <C>
/ / INDIVIDUAL
/X/ CORPORATE OFFICER
PRESIDENT AND SECRETARY Certificate of Amendment
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TITLE(S) TITLE OR TYPE OF DOCUMENT
/ / PARTNER(S) / / LIMITED
/ / GENERAL -------------------------
NUMBER OF PAGES
/ / ATTORNEY-IN-FACT
/ / TRUSTEE(S)
/ / GUARDIAN/CONSERVATOR -------------------------
DATE OF DOCUMENT
/ / OTHER
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SIGNER IS REPRESENTING: SIGNER(S) OTHER THAN NAMED ABOVE
NAME OF PERSON(S) OR ENTITY(IES)
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