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Exhibit 3.01
Certificate of Amendment of the Articles of Incorporation of Diatect
International Corporation
Endorsed - Filed
in the office of the Secretary of State
of the State of California
February 14, 2000
Bill Jones, Secretary of State
The undersigned, George H. Henderson and John L. Runft, hereby certify that:
1. They are, respectively, the duly elected President and Secretary of
Diatect International Corporation, a California corporation (the
"Corporation").
2. Article III of the Articles of Incorporation shall be, and hereby is,
amended to read as follow:
ARTICLE III
This Corporation is authorized to issue only one class of shares which shall
be designated as "Common Stock" or "Common Shares." The total authorized
number of such shares which may be issued is fifty million (50,000,000).
3. The foregoing amendment has been approved and adopted by resolution of the
Board of Directors of the Corporation adopted at a meeting of the directors
held on November 17, 1999.
4. In accordance with Section 603 of the California Corporations Code, the
foregoing amendment was approved by written consent of shareholders of the
corporation representing in excess of fifty-one percent (51%) of the issued
and outstanding shares of common stock of the corporation, which shareholders
would be entitled to vote upon said resolution at a formal meeting of the
shareholders of the corporation held for the purpose of acting upon such
resolution. The total number of outstanding shares of the corporation is
19,535,231. The number of shares voting in favor of the amendment exceeded
the vote required. The percentage vote required was more than 50%.
IN WITNESS WHEREOF, the undersigned under penalty of perjury hereby declare
that the statements contained in this Certificate of Amendment are true of
their own knowledge and executed this Certificate of Amendment on this 14th
day of February, 2000.
/S/George H. Henderson, President of Diatect International Corporation
/S/John L. Runft, Secretary of Diatect International Corporation
