Attached files
| file | filename |
|---|---|
| 8-K - 4Less Group, Inc. | rxscripted8k010610.htm |
| EX-3.2 - 4Less Group, Inc. | ex3-2.htm |
Exhibit 3.1
ROSS
MILLER
Secretary
of State
204
North Carson Street, Suite 1
Carson
City, Nevada 89701-4520
(775)
684 5708
Website:
www.nvsos.gov
|
USE
BLACK INK ONLY - DO NOT HIGHLIGHT
|
ABOVE
SPACE IS FOR OFFICE USE
ONLY
|
Certificate of Amendment to
Articles of Incorporation
For Nevada Profit
Corporations
(Pursuant
to NRS 78.385 and 78.390 - After Issuance of Stock)
1.
Name of corporation: RX
SCRIPTED, INC. [E0827102007-2]
2.
The articles have been amended as follows: (provide article numbers, if
available)
Articles
1. Name of Corporation, 3. Shares, Article I. and Article IV. are amended as
provided below:
Article
1. Name of Corporation and Article I are hereby amended to read: "The name of
the corporation (hereinafter called the "Corporation") is: "MedCareers
Group, Inc.""
(Continued
on next page)
3.
The vote by which the stockholders holding shares in the corporation entitling
them to exercise a least a
majority of the voting power, or such greater proportion of the voting power as
may be required
in the case of a vote by classes or series, or as may be required by the
provisions of the articles
of incorporation* have voted in favor of the amendment is: 72.7%
4.
Effective date of filing: (option) 1/15/10 (must not
be later than 90 days after the certificate is filed)
5.
Signature: (required)
/s/Robert Bryan
Crutchfield
Signature
of Officer
*lf any
proposed amendment would alter or change any preference or any relative or other
right given to any class or series of outstanding shares, then the amendment
must be approved by the vote, in addition to the affirmative vote otherwise
required, of the holders of shares representing a majority of the voting power
of each class or series affected by the amendment regardless to limitations or
restrictions on the voting power thereof.
IMPORTANT: Failure
to include any of the above information and submit with the proper fees may
cause this filing to be rejected.
This form must be accompanied by
appropriate fees.
-1-
RX
SCRIPTED, INC. [E0827102007-2]
Certificate
of Amendment to Articles of Incorporation
For
Nevada Profit Corporations
(Pursuant
to NRS 78.385 and 78.390 - After Issuance of Stock)
(continued)
Article
3. Shares and Article IV, are hereby amended to read:
“The
total number of shares of stock that the Corporation shall have authority to
issue is 360,000,000, consisting of 350,000,000 shares of common stock, par
value $0.001 per share (“Common Stock”), and 10,000,000 shares of preferred
stock par value $0.001 per share (“Preferred Stock”).
Shares of
Preferred Stock of the Corporation may be issued from time to time in one or
more series, each of which shall have such distinctive designation or title as
shall be determined by the Board of Directors of the Corporation (“Board of
Directors”) prior to the issuance of any shares thereof. Preferred
Stock shall have such voting powers, full or limited, or no voting powers, and
such preferences and relative, participating, optional or other special rights
and such qualifications, limitations or restrictions thereof, as shall be stated
in such resolution or resolutions providing for the issue of such class or
series of Preferred Stock as may be adopted from time to time by the Board of
Directors prior to the issuance of any shares thereof. The number of
authorized shares of Preferred Stock may be increased or decreased (but not
below the number of shares thereof then outstanding) by the affirmative vote of
the holders of a majority of the voting power of all the then outstanding shares
of the capital stock of the corporation entitled to vote generally in the
election of the directors (the “Voting Stock”), voting together as a single
class, without a separate vote of the holders of the Preferred Stock, or any
series thereof, unless a vote of any such holders is required pursuant to any
Preferred Stock Designation.
Following
a 10:1 forward stock split of the Corporation’s outstanding shares of common
stock, which shall be effective as of the effective date set forth below under
Section 4 of this Certificate of Amendment (or in the absence of such date, on
the date such Amendment is filed with the Secretary of State of Nevada) the
Corporation’s capitalization will consist of 360,000,000, consisting of
350,000,000 shares of Common Stock and 10,000,000 shares of Preferred
Stock.”
-2-