Document/Exhibit Description Pages Size
1: 10-Q Network Solutions Form 10-Q 32 177K
2: EX-3 Certificate of Amendment 2 10K
3: EX-10.27 Amendment #14 to the Cooperative Agrmt. of July 13 2 14K
4: EX-10.28 Amendment #15 to the Cooperative Agrmt. of July 16 2 14K
5: EX-10.29 Offer Letter Between James Rutt and Network 5 25K
6: EX-10.30 Separation Agrmt. Between James Rutt & Network 7 29K
7: EX-10.31 Non-Statutory Stock Option Agreement Dated June 7 7 39K
8: EX-10.32 Non-Statutory Stock Option Agreement Dated May 21 7 39K
9: EX-27.1 FDS for Period Ending June 30, 1999 1 7K
10: EX-27.2 FDS for Period Ending June 30, 1998 1 9K
EXHIBIT 3(iii)
CERTIFICATE OF AMENDMENT
OF
SECOND AMENDED AND RESTATED
CERTIFICATE OF INCORPORATION
OF
NETWORK SOLUTIONS, INC.
NETWORK SOLUTIONS, INC., a corporation organized and existing under the
General Corporation Law of the State of Delaware.
DOES HEREBY CERTIFY:
FIRST: That the Board of Directors (the "Board") of said corporation,
at a meeting of the Board held on February 16, 1999, adopted a resolution
proposing and declaring advisable the following amendment to the Second Amended
and Restated Certificate of Incorporation (the "Certificate of Incorporation")
of said corporation:
RESOLVED, that upon the approval of the stockholders of this
Corporation, the Corporation amend its Certificate of Incorporation by
deleting in its entirety Section A of Article IV of the Certificate of
Incorporation and substituting in lieu thereof the following:
A. The total number of shares of stock that the Corporation
shall have authority to issue is two hundred twenty million
(220,000,000) of which (i) two hundred ten million (210,000,000)
shares shall be shares of common stock, $0.001 par value per share
(the "Common Stock"), and (ii) ten million (10,000,000) shares shall
be shares of preferred stock, $0.001 par value per share (the
"Preferred Stock"). On the effective date of this Amendment, each
outstanding share of the Corporation's Class A common stock, par
value $0.001 per share, and Class B common stock par value $0.001 per
share, shall be automatically reclassified and converted into one
share of Common Stock.
SECOND: That the stockholders of said corporation have approved said
amendment in accordance with the provisions of Section 242 of the Delaware
General Corporation Law at a meeting of the stockholders held on May 18, 1999.
THIRD: That the aforesaid amendment was duly adopted in accordance with
the provisions of Section 242 of the Delaware General Corporation Law.
IN WITNESS WHEREOF, said NETWORK SOLUTIONS, INC., has caused this
certificate to be signed by James P. Rutt, Chief Executive Officer, this 15th
day of June, 1999.
/s/ JAMES P. RUTT
-----------------------------
James P. Rutt
Chief Executive Officer
Dates Referenced Herein and Documents Incorporated by Reference
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