STATE OF DELAWARE
CERTIFICATE OF AMENDMENT
OF CERTIFICATE OF INCORPORATION
CENTURY LABORATORIES, INC.
a corporation organized and existing under and by virtue of the General
Corporation Law of the State of Delaware.
DOES HEREBY CERTIFY:
FIRST; That by written consent of the Board of Directors of CENTURY
LABORATORIES, INC. on August 21, 2000 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 "FOURTH" so that, as amended, said
Article shall be and read as follows:
FOURTH: The total number of shares of stock which this corporation is
authorized to issue is:
Sixty-five Million (65,000,000) shares of common stock at $0.001 par value,
Ten Million (10,000,000) shares of preferred stock at $0.001 par value.
SECOND: That thereafter, pursuant to resolution of its Board of Directors, a
written consent of the stockholders of said corporation was obtained in
accordance with Section 228 of the General Corporation Law of the State of
Delaware in which consent the necessary number of shares as required by statute
were voted in favor of the amendment.
THIRD: That said amendment was 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.
IN WITNESS WHEREOF, said CENTURY LABORATORIES, INC.
has caused this certificate to be signed by
ROBERT BRYAN, an Authorized officer,
this 21ST day of August, 2000
BY:/s/______________________________
Robert Bryan, President
STATE OF DELAWARE
SECRETARY OF STATE
DIVISION OF CORPORATIONS
FILED 09:00 AM 10/26/2000
001541417 - 0524612