STATE
OF DELAWARE
CERTIFICATE
OF AMENDMENT
OF
CERTIFICATE
OF INCORPORATION
OF
YAFARM
TECHNOLOGIES, INC.
The
undersigned, being the sole incorporator of YaFarm Technologies, Inc., (the
“Corporation”) hereby certifies that as of the date of this certificate, the
Corporation has not received any payment for any of its stock and that this
amendment has been duly adopted in accordance with Section 241 of the General
Corporation Law of the State of Delaware, acknowledged and filed in accordance
with Section 103 of this title.
“This
Corporation is authorized to issue two classes of shares of stock to be
designated as “Common Stock” and “Preferred Stock”. The total number of shares
of Common Stock which this Corporation is authorized to issue is One Hundred
Million (100,000,000) shares, par value $0.001. The total number of shares
of
Preferred Stock which this Corporation is authorized to issue is Ten Million
(10,000,000) shares, par value $0.001.
The
shares of Preferred Stock may be issued from time to time in one or more
series.
The Board of Directors of the Corporation (the “Board of Directors”) is
expressly authorized to provide for the issue of all or any of the shares
of the
Preferred Stock in one or more series, and to fix the number of shares and
to
determine or alter for each such series, such voting powers, full or limited,
or
no voting powers, and such designations, preferences, and relative,
participating, optional, or other rights and such qualifications, limitations,
or restrictions thereof, as shall be stated and expressed in the resolution
or
resolutions adopted by the Board of Directors providing for the issue of
such
shares (a “Preferred Stock Designation”) and as may be permitted by the General
Corporation Law of the State of Delaware. The Board of Directors is also
expressly authorized to increase or decrease (but not below the number of
shares
of such series then outstanding) the number of shares of any series subsequent
to the issue of shares of that series. In case the number of shares of any
such
series shall be so decreased, the shares constituting such decrease shall
resume
the status that they had prior to the adoption of the resolution originally
fixing the number of shares of such series. The Board of Directors also has
express authority over any wholly unissued shares.”
IN
WITNESS WHEREOF, said
Corporation has caused
this
certificate to be signed this 27th day of June, 2006.
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By: |
/s/ Craig
V.
Butler |
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Craig
V. Butler, Esq. |
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Sole
Incorporator
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