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Mail to: Secretary of State For office use only
002
Corporations Section
1560 Broadway, Suite 200 FILED - CUSTOMER
COPY
STOCK CHANGE Denver, CO 80202 DONETTA
DAVIDSON
(303) 894-2251 COLORADO SECRETARY OF
STATE
MUST BE TYPED Fax (303) 894-2242
FILING FEE: $25.00
MUST SUBMIT TWO COPIES
CHANGE OF NAME
ARTICLES OF AMENDMENT 20001199868 M
Please include a typed TO THE $ 25.00
self-addressed envelope ARTICLES OF INCORPORATION SECRETARY OF
STATE
10-16-2000 08:55:50
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Pursuant to the provisions of the Colorado Business Corporation Act, the
undersigned corporation adopts the following Articles of Amendment to its
Articles of Incorporation:
FIRST: The name of the corporation is:
Centurion Properties Development Corporation
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SECOND: The following amendment to the Articles of Incorporation was adopted on
October 10, 2000 , as prescribed by the Colorado Business Corporation Act, in
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the manner marked with an X below:
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No shares have been issued or Directors Elected - Action by Incorporators
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X No shares have been issued but Directors Elected - Action by Directors
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Such amendment was adopted by the board of directors where shares
have been issued and shareholder action was not required.
Such amendment was adopted by a vote of the shareholders. The
number of shares voted for the amendment was sufficient for
approval.
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THIRD: If changing corporate name, the new name of the corporation is
iGoHealthy.com, Inc.
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FOURTH: The manner, if not set forth in such amendment, in which any exchange,
reclassification, or cancellation of issued shares provided for in the amendment
shall be effected, is as follows:
If these amendments are to have a delayed effective date, please list that date:
(Not to exceed ninety (90) days from the date of filing)
Signature /s/ Farid E. Tannous
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Title President
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CERTIFICATE OF AMENDMENT
OF
ARTICLES OF INCORPORATION
OF
CENTURION PROPERTIES DEVELOPMENT CORPORATION
The undersigned, being the sole director of Centurion Properties
Development Corporation, a Colorado Corporation, (hereinafter the "Company")
does hereby:
That the Board of Directors of said corporation at a meeting duly
convened, held on the 10th day of October, 2000, adopted a resolution to amend
the original articles as follows:
Article four is hereby amended to read as follows:
"ARTICLE I. The name of the corporation shall be changed to iGoHealthy.
com, Inc.
"ARTICLE IV. The Aggregate number of shares which the corporation shall
have the authority to issue is Fifty Million (50,000,000) shares of common stock
at $0.001 par value, and Five Million (5,000,000) shares of Serial Preferred
Stock at $0.001 par value.
A. Each share of Common Stock shall entitle the holder thereof to one vote on
any matter submitted to a vote of or for consent of holders of Common
Stock. Subject to the provisions of applicable law and this Article Fourth,
any dividends paid or distributed on or with respect to the Common Stock of
the corporation shall be paid or distributed ratably to the holders of its
Common Stock. In the event of any liquidation, dissolution or winding-up of
the corporation, whether voluntary or involuntary, after payment or
provision for payment of the debts and other liabilities of the corporation
and any amounts to which the holders of any Serial Preferred Stock shall be
entitled, as hereinafter provided, the holders of Common Stock shall be
entitled to share ratably in the remaining assets of the corporation.
B. Subject to the terms and provisions of this Article Fourth, the Board of
Directors is authorized to provide from time to time for the issuance of
shares of Serial Preferred Stock in series and to fix and determine from
time to time before issuance the designation and relative rights and
preferences of the shares of each series of Serial Preferred Stock and the
restrictions or qualifications thereof, including, without limiting the
generality of the foregoing, the following:
(1) The series designation and Authorized number of shares;
(2) The dividend rate and the date or dates on which such dividends will
be payable;
(3) The amount or amounts to be received by the holders in the event of
voluntary or involuntary dissolution or liquidation of the
corporation;
(4) The price or prices at which shares may be redeemed, if any, and any
terms, conditions, limitations upon such redemptions;
(5) The sinking fund provisions, if any, for redemption or purchase of
shares; and
(6) The terms and conditions, if any, on which shares may be converted at
the election of the holders thereof into shares of other capital
stock, or of other series of Serial Preferred Stock, of the
corporation.
C. The holders of the shares of Common Stock or Serial Preferred Stock shall
not be entitled to cumulative voting on any matter.
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Furthermore, Mr. Tannous, the sole officer and director, declared that
to better reflect and implement the Company's current business plan, it would be
in the best interest of the Company to change the name of the Company and elect
a new officer and director:
RESOLVED: To confirm the election of Mr. Farid E. Tannous as President,
Treasurer and a Director of the Company.
RESOLVED: To confirm the election of Mr. Bill R. Glaser as Secretary
and a Director of the Company.
No shares of the corporation were voted on this amendment to the
Articles of Incorporation; the said changes and amendment have been consented to
and approved by a action of the sole Director, Farid E. Tannous.
/s/ Farid E. Tannous
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President
Farid E. Tannous
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