FILED
THE OFFICE OF THE
SECRETARY OF STATE OF THE
STATE OF NEVADA
MARCH 27, 2000
No. C3842-98
DEAN HELLER, SECRETARY OF STATE
Dean Heller Telephone (775)684-5708
Secretary of State Fax (775) 684-5725
Web site: http://sob.state.mv.us
Filing fee:
STATE OF NEVADA
OFFICE OF THE SECRETARY OF STATE
101 N. CARSON ST., STE. 3
CARSON CITY, NEVADA 89701-4786
CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION
For profit Nevada Corporations
(Pursuant to NRS 78.385 and 78.390 - After Issuance of Stock)
- Remit in Duplicate -
1. Name of Corporation: MCC TECHNOLOGIES, INC.
2. The articles have been amended as follows (provide article numbers, if
available): IV
3. Section 4.01 Number and Class. The total number of shares of authorized
capital stock of the Corporation shall consist of one hundred million
(100,000,000) shares of common stock at 0.01 par value.
The stock may be issued from time to time without any action by the
stockholders. The Stock may be issued for such consideration as may be fixed
from time to time by the Board of Directors.
The Board of Directors may issue such shares of Stock in one or more series,
with such voting powers, designations, preferences and rights or qualifications,
limitations or restrictions thereof as shall be stated in the resolution or
resolutions adopted by them.
Section 4.02 No Preemptive Rights. Holders of the Stock of the
corporation shall not have any preference, preemptive right, or right of
subscription to acquire any shares of the corporation authorized, issued or
sold, or to be authorized, issued or sold, and convertible into shares of the
Corporation, nor to any right of subscription thereto, other than to the extent,
if any, the Board of Directors may determine from time to time.
Section 4.03. Non-Assessability of Shares. The Stock of the corporation,
after the amount of the subscription price has been paid in money, property or
services, as the directors shall determine, shall not be subject to assessment
to pay the debts of the corporation, nor for any other purpose, and no stock
issued as fully paid shall ever be assessable or assessed, and the Articles of
Incorporation shall not be amended in this particular.
4. The vote by which the stockholders holding shares in the corporation
entitling them to exercise at least a majority of the voting power, or such
greater proportion of the voting power as may be required in the case of a vote
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by classes or series, or as may be required by the provisions of the articles of
incorporation have voted in favour of the amendment is: 100%.
5. Signatures:
/s/ signed /s/ signed
President or Vice President Secretary of Asst. Secretary
(acknowledgment required) (acknowledgment not required)
State of: CANADA
County of: B.C.
This instrument was acknowledged before me on
_______________, by
BRIAN HALL (Name of Person)
as PRESIDENT (as designated to sign this
certificate) of MCC TECHNOLOGIES, INC.
(name on behalf of whom instrument was executed)
/s/ signed
Notary Public Signature
If any proposed amendment would alter or change any preference or any relative
or other right given to any class or series of outstanding shares, then the
amendment must be approved by the vote, in addition to the affirmative vote
otherwise required, of the holders of shares representing a majority of the
voting power of each class or series affected by the amendment regardless of
limitations or restrictions on the voting power thereof.
IMPORTANT: Failure to include any of the above information and remit the proper
fees may cause this filing to be rejected.
KENNETH A. CROSBY
NOTARY PUBLIC
#77-1418, Sunshine Coast Hwy.
RR. 5, Gibsons, BC V0N 1V5
PH: 886-2155