FIRST IRVING STRATEGIC GROUP INC
S-4/A, EX-3.(III), 2000-10-27
BLANK CHECKS
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                              ARTICLES OF AMENDMENT
                                       OF
                               P.C. UNIVERSE, INC.

1.       The  name  of the  corporation  is P.C.  UNIVERSE,  INC. a  corporation
organized  and existing  under the laws of the State of Florida.

2.       Article III of the original  Articles of  Incorporation  is deleted and
the following new Article III is  substituted  in lieu thereof:

                                   ARTICLE III

         The maximum  number of shares which the  corporation  is  authorized to
         have outstanding at any one time is 100,000,000  shares of common stock
         having a par value of  $0.0001  per  share.  All  common  shares of the
         corporation  shall be voting shares having equal rights and preferences
         in all matters not  otherwise  provided by the Board of  Directors.  In
         addition,  the  corporation  is also  authorized to have  outstanding a
         maximum of 10,000,000  shares of preferred  stock having a par value of
         $0.001 per share.  The Board of directors of the Company is  authorized
         to issue the  preferred  stock from time to time in classes  and series
         and is further  authorized to establish such classes and series, to fix
         and determine the variations in the relative  rights and preferences as
         between series, to fix voting rights, if any, for each class or series,
         and to allow for the  conversion of preferred  stock into common stock.
         No  Preferred  stock has been issued by the Company as of the filing of
         the Articles of  Amendment.  Preferred  stock may be utilized in making
         acquisitions.

3.       This amendment was adopted on June 30, 2000.

4.       This  amendment was approved by the  shareholders  of  the  corporation
         at a meeting held for that purpose  on June 30,  2000. At  said meeting
         all  outstanding shares  of common  stock  were represented  and  voted
         unanimously in favor of adoption of this amendment

In witness whereof I have hereunto subscribed my name this
_____ day of __________, 20000

P.C. Universe, Inc.


by: __________________________
     Thomas Livia, Secretary


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