EX-3.5
from 8-K12G3
1 page
Certificate of Amendment to Certificate of Incorporation of Treasure Cache, Inc. (In Accordance With Section 805 of the New York Business Corporation Law) the Undersigned, Being the President and Secretary of Treasure Cache, Inc., Does Hereby Certify and Set Forth: 1. the Name of the Corporation Is Treasure Cache, Inc. 2. the Certificate of Incorporation of Treasure Cache, Inc. Was Filed by the Department of State on April 14, 1992. 3. Paragraph Four of the Certificate of Incorporation of Treasure Cache, Inc., Which Sets Forth the Number of Shares of Common Stock the Corporation Shall Be Authorized to Issue as 1,666,667 Shares of Common Stock at $.001, Is Hereby Amended to Read as Follows: The Corporation Shall Be Authorized to Issue the Following Shares: Class Number of Shares Par Value Common 10,000,000 $.0012 4. This Amendment Provides for the Following Change of Shares: Issued Shares: The Amendment Provides for No Change in the 715,275 Issued Common Stock Shares at $.0012. 5. This Amendment Provides for an Increase in the Number of Authorized Common Stock Shares in the Amount of 8,333,333 Shares at the Par Value of $.0012 Per Share. 6. This Amendment to the Certificate of Incorporation of Treasure Cache, Inc. Was Authorized by the Board of Directors of Treasure Cache, Inc. on , 1999, Followed by a Vote of the Majority of All Outstanding Shares Entitled to Vote Thereon at a Meeting of the Shareholders. in Witness Whereof, the Undersigned Have Signed This Certificate and Caused It to Be Verified. Dated, as of , 1999 /S/ Richard Simeone Richard Simeone, President /S/ Randy Romano Randy Romano, Secretary
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EX-3.4
from 8-K12G3
1 page
Certificate of Amendment of the Certificate of Incorporation of the Treasure Cache, Inc. Under Section 805 of the Business Corporation Law It Is Hereby Certified That: (1) the Name of the Corporation Is: The Treasure Cache, Inc. (2) the Certificate of Incorporation Was Filed by the Department of State on the 14th Day of April, 1992. (3) the Certificate of Incorporation of This Corporation Is Hereby Amended to Effect the Following Change: As to the Aggregate Number of Shares Which the Corporation Shall Have the Authority to Issue, Paragraph Fourth Is Amended to Read as Follows: Fourth: The Aggregate Number of Shares Which the Corporation Shall Have the Authority to Issue Is Ten Million (10,000,000) With a Par Value of $.0012, Immediately Following a One (1) for Twelve (12) Reverse Stock Split Which Was Effected on September 30, 1999, Reducing the Number of Issued and Outstanding Shares From Eight Million Five Hundred Eighty Three Thousand Three Hundred Two (8,583,302) to Seven Hundred Fifteen Thousand Two Hundred Seventy Five (715,275). (4) the Amendment to the Certificate of Incorporation Was Authorized: First, by the Vote of the Board of Directors. and Then at a Meeting of Shareholders by Vote of a Majority of All the Outstanding Shares Entitled to Vote Thereon. in Witness Whereof, This Certificate Has Been Subscribed This 9th Day of August 1994 by the Undersigned Who Affirm(s) That the Statements Made Herein Are True Under the Penalties of Perjury. Richard A. Simeone President, Shareholder /S/ Richard A. Simeone Randy G. Romano Secretary, Shareholder /S/ Randy G. Romano
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EX-3.2
from 8-K12G3
1 page
State of Delaware Certificate of Amendment of Certificate of Incorporation the World Auction Market and Exchange (Holdings), Inc., a Corporation Organized and Existing Under and by Virtue of the General Corporation Law of the State of Delaware. Does Hereby Certify: First: That at a Meeting of the Board of Directors of the World Auction Market and Exchange (Holdings), Inc., 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 Article Thereof Numbers "One" So That, as Amended, Said Article Shall Be and Read as Follows: The Name of This Corporation Is Wamex (Holdings), Inc. 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 the World Auction Market and Exchange (Holdings), Inc. Had Caused This Certificate to Be Signed by Mitchell Cushing, an Authorized Officer, This 26th Day of May, 1998. By: /S/ Mitchell Cushing Name: Mitchell Cushing Title: President
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