Exhibit 3.6
CERTIFICATE OF AMENDMENT
TO
ADVANCED REMOTE COMMUNICATION SOLUTIONS, INC.
CERTIFICATE OF DETERMINATION
Michael L. Silverman and Dean Kernus certify that:
1. They are the President and Secretary of Advanced Remote
Communication Solutions, Inc. (the
"Corporation"), respectively.
2. A Certificate of Determination of the Corporation was filed on May 25, 2000
(the "Certificate of Determination") fixing the terms of a series of Preferred
Stock, designating that series as Series B Preferred Stock and fixing the number
of shares constituting the Series B Preferred Stock to be issued as 376.25. None
of the shares of Series B Preferred Stock is outstanding.
3. The Board duly adopted the following resolutions:
WHEREAS, the Articles of Incorporation authorize the Preferred
Stock of the Corporation to be issued in series and authorize the Board of
Directors of the Corporation (the "Board") by resolution to fix the designation
of, the number of shares constituting, and the rights, preferences, privileges
and restrictions relating to a series of Preferred Stock, and to thereafter in
the same manner increase or decrease the number of shares of such series; and
WHEREAS, the Board desires, pursuant to its authority, to
increase the number of the shares constituting the series designated as Series B
Preferred Stock to 500.
NOW, THEREFORE, BE IT RESOLVED, that the Board does hereby
increase the number of shares constituting the series designated as Series B
Preferred Stock to 500.
4. Pursuant to Corporations Code Section 401(c), the number of shares
constituting the Series B Preferred Stock to be issued shall be increased by
123.75 to a total of 500.
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6. Section 2 of the Certificate of Determination shall be amended and
restated to read as follows:
"The number of shares of preferred stock is 1,000,000. The number of Series
B Preferred Stock
to be issued is 500. None of the Series B Preferred Stock has been issued."
/s/ Michael L. Silverman
Michael L. Silverman, President
/s/ Dean Kernus
Dean Kernus, Secretary
Michael L. Silverman declares under penalty of perjury under the laws
of the State of California that he has read the foregoing Certificate of
Amendment and knows the contents thereof and that the same is true of his own
knowledge.
Dated: June ____, 2000
/s/ Michael Silverman
Michael L. Silverman, President
Dean Kernus declares under penalty of perjury under the laws of the
State of California that he has read the foregoing Certificate of Amendment and
knows the contents thereof and that the same is true of his own knowledge.
Dated: June ____, 2000
/S/ Dean Kernus
Dean Kernus, Secretary
