Attached files
| file | filename |
|---|---|
| S-1 - CHINA EMEDIA HOLDINGS Corp | v196267_s1.htm |
| EX-3.3 - CHINA EMEDIA HOLDINGS Corp | v196267_ex3-3.htm |
| EX-3.1 - CHINA EMEDIA HOLDINGS Corp | v196267_ex3-1.htm |
| EX-5.1 - CHINA EMEDIA HOLDINGS Corp | v196267_ex5-1.htm |
| EX-10.2 - CHINA EMEDIA HOLDINGS Corp | v196267_ex10-2.htm |
| EX-21.1 - CHINA EMEDIA HOLDINGS Corp | v196267_ex21-1.htm |
| EX-23.2 - CHINA EMEDIA HOLDINGS Corp | v196267_ex23-2.htm |
| EX-10.4 - CHINA EMEDIA HOLDINGS Corp | v196267_ex10-4.htm |
| EX-10.3 - CHINA EMEDIA HOLDINGS Corp | v196267_ex10-3.htm |
| EX-10.1 - CHINA EMEDIA HOLDINGS Corp | v196267_ex10-1.htm |
Exhibit
3.2
CERTIFICATE
OF AMENDMENT OF CERTIFICATE
OF
INCORPORATION BEFORE PAYMENT OF
ANY PART
OF THE CAPITAL
OF
CHINA
EMEDIA HOLDINGS CORPORATION
It is hereby certified
that:
1. The name of the
corporation (hereinafter called the "corporation") is China eMedia Holdings
Corporation.
2. The corporation has not
received any payment for any of its stock.
3. The certificate of
incorporation of the corporation is hereby amended by striking out Article
Fourth thereof and by substituting in lieu of said Article the following new
Article Fourth:
“FOURTH: (1)
The amount of total authorized capital stock of this corporation shall be
170,000,000 shares, divided as follows: (i) 150,000,000 shares of common stock,
with $0.001 par value and (ii) 20,000,000 shares of preferred stock with $0.001
par value (the “Preferred Stock”).
(2) The
Preferred Stock may be issued from time to time as herein provided in one or
more series. The Board of Directors shall have the full authority to determine
and state the designations and the relative rights (including, if any, par
value, conversion rights, participation rights, voting rights, dividend rights,
and stated, redemption and liquidation values), ranking preferences, limitations
and restrictions of each such series by the adoption of resolutions prior to the
issuance of each such series authorizing the issuance of such series. All shares
of Preferred Stock of the same series shall be identical with each other in all
respects, except with respect to the right to receive dividends which may vary
depending on the date of purchase.”
4. The amendment of the
certificate of incorporation of the corporation herein certified was duly
adopted, pursuant to the provisions of Section 241 of the General Corporation
Law of the State of Delaware, by all of the directors named in the original
certificate of incorporation.
Signed on August 7, 2009 by all of the
corporation’s directors, there being no officers of the
corporation.
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/s/Kenneth Kwan
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Kenneth
Kwan
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/s/Fred Cheng
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Fred
Cheng
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/s/Kai Lun Ng
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Kai
Lun Ng
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