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Proteonomix, Inc. – ‘10-12G’ on 8/4/09 – EX-3.7

On:  Tuesday, 8/4/09, at 9:58am ET   ·   Accession #:  1091818-9-219   ·   File #:  0-53750

Previous ‘10-12G’:  None   ·   Next:  ‘10-12G/A’ on 10/20/09   ·   Latest:  ‘10-12G/A’ on 4/14/10   ·   8 References:   

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 8/04/09  Proteonomix, Inc.                 10-12G                31:1.5M                                   Yes International/FA

Registration of Securities (General Form)   —   Form 10
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-12G      Registration Statement                              HTML    532K 
 2: EX-2.1      Plan of Acquisition                                 HTML    173K 
 3: EX-3.1      Articles of Incorporation                           HTML     13K 
12: EX-3.10     By-Laws                                             HTML     59K 
 4: EX-3.2      Articles of Incorporation                           HTML     12K 
 5: EX-3.3      Articles of Incorporation                           HTML     14K 
 6: EX-3.4      Articles of Incorporation                           HTML     12K 
 7: EX-3.5      Articles of Incorporation                           HTML     12K 
 8: EX-3.6      Articles of Incorporation                           HTML     12K 
 9: EX-3.7      Articles of Incorporation                           HTML     14K 
10: EX-3.8      Articles of Incorporation                           HTML     13K 
11: EX-3.9      Articles of Incorporation                           HTML     53K 
13: EX-10.1     Material Contract                                   HTML     44K 
22: EX-10.10    Material Contract                                   HTML     33K 
23: EX-10.11    Material Contract                                   HTML     48K 
24: EX-10.12    Material Contract                                   HTML     16K 
25: EX-10.13    Material Contract                                   HTML     21K 
26: EX-10.14    Material Contract                                   HTML     43K 
27: EX-10.15    Material Contract                                   HTML     27K 
28: EX-10.16    Material Contract                                   HTML     18K 
29: EX-10.17    Material Contract                                   HTML     47K 
30: EX-10.18    Material Contract                                   HTML     42K 
31: EX-10.19    Material Contract                                   HTML     30K 
14: EX-10.2     Material Contract                                   HTML     26K 
15: EX-10.3     Material Contract                                   HTML     27K 
16: EX-10.4     Material Contract                                   HTML     45K 
17: EX-10.5     Material Contract                                   HTML     29K 
18: EX-10.6     Material Contract                                   HTML     34K 
19: EX-10.7     Material Contract                                   HTML     14K 
20: EX-10.8     Material Contract                                   HTML     43K 
21: EX-10.9     Material Contract                                   HTML     28K 


EX-3.7   —   Articles of Incorporation


This exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



Exhibit 3.07

CERTIFICATE OF AMENDMENT

TO

CERTIFICATE OF INCORPORATION

OF

NATIONAL STEM CELL HOLDING, INC.

National Stem Cell Holding, Inc., (the "Corporation") a corporation organized and existing under the Delaware General Corporation Law ("DGCL"), does hereby certify-

FIRST: That the Board of Directors of the Corporation (the "Board"), by unanimous consent of its directors, filed with the minutes of the Board, adopted a resolution proposing and declaring advisable the following amendments to the Certificate of Incorporation of the Corporation

RESOLVED, that the Certificate of Incorporation of this Corporation be amended • by changing Article First hereof to read as follows:

FIRST: The name of the Corporation is Proteonomix, Inc.

RESOLVED, that the Certificate of Incorporation of this Corporation be further amended by changing Article Fourth hereof to read as follows:

FOURTH The Corporation is authorized to issue two classes of shares to be designated, respectively, Common Stock and Preferred Stock. The total number of shares of Common Stock this Corporation shall have authority to issue is Two Hundred Forty Million (240,000,000), par value $0.001 per share, and the total number of shares of Preferred Stock this Corporation shall have authority to issue is Ten Million (10,000,000), par value $0.001 per share. The Preferred Stock may be issued from time to time, in one or more series, each series to be appropriately designated by a distinguishing letter or title, prior to the issue of any shares thereof.

The Board of Directors of the Corporation is hereby authorized to fix or alter the dividend rights, dividend rate, conversion rights, voting rights, rights and terms of redemption (including sinking fund provisions, if any), the redemption price or prices, the liquidation preferences, any other designations, preferences and relative, participating, optional or other special rights, and any qualifications, limitations or restrictions thereof, of any wholly unissued series of Preferred Stock, and the number of shares constituting any such unissued series and the designation thereof, or any of them; and to increase or decrease the number of shares of any series subsequent to the issue of shares of that series, but not below the number of shares of such series then outstanding.

SECOND: That in lieu of a meeting and vote of the stockholders of the Corporation, a majority. of the holders of the Corporation's Common Stock have given their written consent to said amendment in accordance with the provisions of Section 228 of the DGCL; and written notice of the adoption of the amendments has been given as provided in Section 228 of the DGCL to every stockholder entitled to such notice.

THIRD:

That the foregoing amendments to the Certificate of Incorporation were duly adopted in accordance with the provisions of Section 242 of the DGCL.

FOURTH:

That the capital of the Corporation shall not be reduced under or by reason of said amendments.

IN WITNESS WHEREOF, the Corporation has caused this Certificate of Amendment to be executed on this 21st day of July, 2008.

By: /s/ Michael Cohen

Michael Cohen

President




8 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/21/10  SEC                               UPLOAD10/06/17    1:20K  Proteonomix, Inc.
 4/12/10  SEC                               UPLOAD10/06/17    1:43K  Proteonomix, Inc.
 3/04/10  SEC                               UPLOAD10/06/17    1:47K  Proteonomix, Inc.
 2/22/10  SEC                               UPLOAD10/06/17    1:44K  Proteonomix, Inc.
 1/25/10  SEC                               UPLOAD10/06/17    1:52K  Proteonomix, Inc.
12/22/09  SEC                               UPLOAD10/06/17    1:80K  Proteonomix, Inc.
11/06/09  SEC                               UPLOAD10/06/17    1:88K  Proteonomix, Inc.
 8/31/09  SEC                               UPLOAD10/06/17    1:231K Proteonomix, Inc.
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Filing Submission 0001091818-09-000219   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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