EX-3.3
from S-1
1 page
State of Delaware Secretary of State Division of Corporations Delivered 02:01 Pyi 08/3112020 Illed 02:03pm 08/31/2020 Sr 20207025263 - File Nu Mber 7281235 Certificate of Amendment of Certificate of Incorporation of Roth Acquisition I Co. I,byron Roth , Being the CEO of Roth Acquisition I Co., a Corporation Existing Under the Laws of the State of Delaware (The "Corporation"), Do Hereby Certify as Follows: FIRST.THE Name of the Corporation Is: Roth Acquisition I Co. Second. the Original Certificate of Incorporation of the Corporation Was Filed With the Secretary of State of the State of Delaware (The "Secretary") on February 13, 2019 (The "Certificate Oflncorporation"). Third. the Certificate of Incorporation Is Hereby Amended by Striking Article First Thereof in Its Entirety and Substituting in Lieu Thereof a New Article First, Which Shall Read in Its Entirety as Follows: "First: The Name of the Corporation Is: Roth CH Acquisition II Co. (The "Corporation")" Fourth. This Certificate of Amendment of Certificate of Incorporation Has Been Duly Adopted in Accordance With the Provisions of Section 242 of the Delaware General Corporation Law. in Witness Whereof, the Undersigned Affirms That the Statements Made Herein Are True Under the Penalties of Perjury, This 28th Day of August, 2020. Name: Byron Roth Title: CEO 19391984.1 234427-10001
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EX-3.2
from S-1
1 page
State of Delaware Certificate of Amendment of Certificate of Incorporation of Roth Acquisition I Co. State of Delaware Secretary of State Division of Corporations Delivered 12:56 P06/30/2020 Filed 12:56 Pm 06/30/2020 Sr 20205991462 - Filenumber 7281235 Roth Acquisition I Co., a Delaware Corporation (The "Corporation''), Does Hereby Certify That: First: That the Board of Directors and Stockholders of the Corporation by Written Consent Dated as of June 29, 2020, Adopted Resolutions Setting Forth an Amendment to the Certificate of Incorporation of the Corporation. the Resolutions Setting Forth the Amendment Are as Follows: Resolved, That the Corporation's Certificate of Incorporation Be Amended as Follows: 1) Article Fifth Is Amended and Restated in Its Entirety to Read as Follows: "The Total Number of Shares Which the Corporation Shall Have Authority to Issue Is Fifty Million (50,000,000) Shares of Common Stock, $0.0001 Par Value." Second: That, Pursuant to §228 Ofthe General Corporation Law of the State Ofdelaware, a Written Consent Approving the Amendment Set Forth Above Was Signed by the Holders of Outstanding Voting Stock Having Not Less Than the Minimum Number of Votes That Would Be Necessary to Authorize or Take Such Action at a Meeting on Such Date at Which All Shares Entitled to Vote Thereon Were Present and Voted. Third: That Said Amendment Was Duly Adopted in Accordance With the Provisions of §242 Ofthe General Corporation Law of the State Ofdelaware. in Witness Whereof, Said Corporation Has Caused This Certificate to Be Signed This 29 Day of June 2020. By: Name: Byron Oth Title: Chiefexecutive Officer 18342781.2 234427-10001
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