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Under section 805 of the Business Corporation Law
The undersigned, the duly elected President of The Viola Group, Inc.,
(the "Corporation") in order to amend the Certificate of Incorporation,
pursuant to Section 805 of the New York Business Corporation Law, does
hereby certify as follows:
FIRST: The name of the corporation, prior to this Amendment is
The Viola Group, Inc.
SECOND: The certificate of incorporation was originally filed by the
Department of State on October 14, 1982. The certificate of
incorporation was restated on August 4, 2000.
THIRD: Through a Joint Written Consent in Lieu of Special Meeting of
the Board of Directors and Stockholders in accordance with Sections
615, 708, 803 and 805 of the New York Business Corporation Law and the
Corporation's By-laws, resolutions were adopted approving the proposed
amendment of the Corporation's Certificate of Incorporation to change
the Corporation's name from The Viola Group, Inc to DataMEG, Corp.
FIFTH: The Amendment shall become effective upon filing by the New
York Department of State in accordance with Section 805 of the
New York Business Corporation Law.
SIXTH: The Amendment amends the Certificate of Incorporation in the
following respect:
Paragraph First shall be deleted in its entirety and the following
shall be substituted in lieu thereof:
"FIRST: The name of the Corporation shall be DataMEG Corp."
THE VIOLA GROUP, INC.
By:/s/ Arthur D. Viola
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Arthur D. Viola
President
(CORPORATE SEAL)
ATTEST:
/s/ Arthur D. Viola
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Arthur D. Viola
Secretary
