EX-3.3
from SB-2
1 page
<page> Ordinance.1 the Companies Ordinance (1983) Memorandum of Association of T.T.R. Technologies Ltd [Name of Company in Hebrew Letters] 1. the Name of the Company in English Is: T.T.R. Technologies Ltd. the Name of the Company in Hebrew Is [Name of Company in Hebrew Letters] 2. the Purposes for Which the Company Is Established Are: (A) to Market and Develop Any Products and Services as Shall Be Determined by the Company From Time to Time. (B) to Engage in and Conduct Any Business as Shall Be Determined by the Company From Time to Time. 3. the Liability of the Members Is Limited. 4. the Share Capital of the Company Is 25,200 New Israeli Shekels Divided Into 25,200 Ordinary Shares of One New Israeli Shekel Each. We, the Undersigned, Want to Incorporate as a Company, in Pursuance of This Memorandum of Association, and We Respectively Agree to Take the Number of Shares in the Capital of the Company Set Opposite Our Respective Names. <table> <caption> Name and Number of Shares Addresses of I.D. and Taken by Each Subscribers Description Signature Subscriber - <s> <c> <c> <c> T.T.R. Inc. Delaware Mark Tokayer 99 16/8 Hatam Sofer Company Immanuel, Israel Marc Tokayer I.D. 15787492 Mark Tokayer 1 16/8 Hatam Sofer Immanuel, Israel </Table> Dated This 4th Day of December ___, 1994 Witness to the Above Signatures: David Aboudi [David Aboudi, Advocate - In Hewbrew Letters] David Aboudi, Advocate <page>
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EX-3.1
from SB-2
1 page
<page> Page 1 State of Delaware Office of the Secretary of State I, Edward J. Freel, Secretary of State of the State of Delaware, Do Hereby Certify the Attached Is a True and Correct Copy of the Certificate of Amendment of "Ttr Inc.", Filed in This Office on the Eighteenth Day of August, A.D. 1994, at 12 O'CLOCK P.M. a Certified Copy of This Certificate Has Been Forwarded to the New Castle County Recorder of Deeds for Recording. [Seal] Edward J. Freel Edward J. Freel, Secretary of State 2418657 8100 Authentication: 7216051 944154884 Date: 08-18-94 <page> <page> Certificate of Amendment of the Certificate of Incorporation of Ttr Inc. (Pursuant to Section 242) the Undersigned, Being the President of Ttr Inc., Does Hereby Certify the Following: 1. the Name of the Corporation Is Ttr Inc. 2. the Certificate of Incorporation Was Filed by the Secretary of State of Delaware on July 14, 1994. 3. Paragraph 4 of the Certificate of Incorporation Is Hereby Amended to Read as Follows: "The Aggregate Number of Shares of Stock Which the Corporation Shall Have the Authority to Issue Is 20,000,000 Shares of Common Stock, Each With a Par Value of $.001." in Witness Whereof, This Certificate of Amendment Has Been Signed This 17th Day of August 1994. Mark D. Tokayer Mark D. Tokayer, President <page>
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