EX-3.9
from SB-2
1 page
Certificate of Amendment of Certificate of Incorporation of Amalgamated Entertainment, Inc. Amalgamated Entertainment Inc., a Corporation Organized and Existing Under and by Virtue of the General Corporation Law of the State of Delaware. Does Hereby Certify: First: The Name of the Corporation Is Amalgamated Entertainment, Inc. Second: The Following Amendments Were Adopted by the Board of Directors and Persons Owning in Excess of 92% of the Outstanding Voting Securities of the Corporation, in the Manner Prescribed by Sections 141.228 and 242 of the General Corporation Law of the State of Delaware and Pursuant to an Information Statement Mailed to All Stockholders of Record on November 4, 1999: 1. Name the Name of This Corporation Is Megamedia Networks, Inc. 4. Number of Shares. the Number of Common Shares This Corporation Shall Be Authorized to Issue Is 50,000,000 Shares of $0.01 Par Value Common Stock. the Remaining Provisions of This Paragraph Shall Remain the Same. Such Amendments Shall Take Effect on the Date of Filing of This Certificate of Amendment With the Secretary of State of the State of Delaware. Third: This Amendment Does Not Provide for Any Exchange, Reclassification or Cancellation of Issued Shares. Fourth: This Amendment Does Effect a Change in the Stated Capital of the Corporation From $250,000 to $500,000. in Witness Whereof, Amalgamated Entertainment, Inc. Has Caused This Certificate to Be Signed by William A. Mobley, Jr., Its Sole Director, President and Secretary, This 26th Day of November, 1999. Amalgamated Entertainment, Inc. By:/S/ William A. Mobley, Jr. William A. Mobley, Jr. Sole Director, President and Secretary
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EX-3.8
from SB-2
1 page
Certificate of Amendment of Certificate of Incorporation of Amalgamated Entertainment, Inc. It Is Hereby Certified That: 1. the Name of the Corporation (Hereinafter Called the "Corporation") Is Amalgamated Entertainment, Inc. 2. the Certificate of Incorporation of the Corporation Is Hereby Amended by Adopting the Following Amendment Authorized by Directors' Resolution and the Written Consent of the Majority Shareholders of the Corporation Who Own 800,000 of the 1,015,453 Shares Outstanding Common Stock of the Corporation. Resolved, That the Company Effect a Forward Split of Its Outstanding Voting Securities on a Basis of 2.5 for 1, Effective as of the Date of Filing With the State of Delaware, While Retaining the Current Authorized Capital and Par Value, With Appropriate Adjustments in the Stated Capital and Capital Surplus Accounts; Provided, That All Fractional Shares Shall Be Rounded Up to the Nearest Whole Share, and That These Shares for Rounding to the Nearest Whole Share Shall Be Provided by the Corporation, to Become Effective as of the Filing Date of the Certificate of Amendment With the State of Delaware; and 3. the Amendment of the Certificate of Incorporation Herein Certified Has Been Duly Adopted in Accordance With Provisions of Section 228 and 242 of the General Corporation Law of the State of Delaware. the Effective Time of the Amendment Herein Certified Shall Be the Date of Filing With the Secretary of State of the State of Delaware. Signed on /S/ 9/11/99 /S/ James P. Doolin James P. Doolin President and Director
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