CERTIFICATE OF AMENDMENT
OF
CERTIFICATE OF INCORPORATION
DIVERSIFIED MEDICAL CORPORATION, a corporation organized and existing under
and by virtue of the General Corporation Law of the State of Delaware, DOES
HEREBY CERTIFY:
FIRST: That a meeting of the Board of Directors of DIVERSIFIED MEDICAL
CORPORATION 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 Articles thereof numbered "FIRST and FOURTH" so that, as
amended said Articles shall be and read as follows: "FIRST: The name of the
corporation is DIVERSIFIED INESTORS CORPORATION.
FOURTH: The total number of shares of stock which the corporation shall
have authority to issue is ten million shares (10,000,000) and the par value of
each such share is: $.0025 amounting to the aggregate to Twenty-Five Thousand
Dollars ($25,000.00)."
SECOND: That thereafter, pursuant to resolution of its Board of Directors,
a special meeting of the stockholders of said corporation was duly called and
held, upon notice in accordance with Section 222 of the General Corporation Law
of the State of Delaware at which meeting 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 DIVERSIFIED MEDICAL CORPORATION, has caused its
corporate seal to be hereunto affixed and this certificate to be signed by
Philip S. Budin its President, and Jeffrey Simon, its Secretary, this 22 day of
December, 1981.
/S/ PHILIP S. BUDIN
/S/ JEFFREY SIMON