Attached files
| file | filename |
|---|---|
| 8-K - CURRENT REPORT - SCIENTIFIC INDUSTRIES INC | a8kfiling.htm |
| EX-10.1 - PURCHASE AGREEMENT BY AND AMONG THE COMPANY AND THE INVESTORS - SCIENTIFIC INDUSTRIES INC | finalspa.htm |
| EX-4.1B - JOINDER AGREEMENT - SCIENTIFIC INDUSTRIES INC | joinderagreementfnal.htm |
| EX-4.1A - AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENT DATED APRIL 29, 2021 - SCIENTIFIC INDUSTRIES INC | amendment_toregrightsagmt.htm |
| EX-4.1 - FORM OF WARRANT - SCIENTIFIC INDUSTRIES INC | formofwarrantfinal.htm |
CERTIFICATE OF AMENDMENT
OF
CERTIFICATE OF INCORPORATION OF SCIENTIFIC INDUSTRIES,
INC.
(Pursuant to Section 242 of the
General Corporation Law of the State of Delaware)
Scientific Industries, Inc. (the
“Corporation”), a corporation organized and existing
under and by virtue of the provisions of the General Corporation
Law of the State of Delaware (the “DGCL”),
DOES
HEREBY CERTIFY:
FIRST: The Board of Directors of the Corporation (the
“Board”) duly adopted at a meeting proposing and
declaring advisable the amendment to the Certificate of
Incorporation of the Corporation filed on July 2, 1954, as amended
by that certain Certificate of Amendment filed on May 18,
1955, as further amended by
that certain Certificate of Amendment filed on October 8, 1957, as
further amended by that certain Certificate of Amendment filed on
November 1, 1968, as further amended by that certain Certificate of
Amendment filed on October 19, 1970, as further amended by that
certain Certificate of Amendment filed on March 1, 1984, as further
amended by that certain Certificate of Amendment filed on January
28, 1985, as further amended by that certain Certificate of
Amendment filed on December 19, 1986, and as further amended by
that certain Certificate of Amendment filed on March 1, 2021
(collectively, the “Certificate”), and directing that such amendments be
submitted to the stockholders of the Corporation for
consideration:
RESOLVED, that Article FOURTH of the Certificate shall be
amended and restated in its entirety as
follows:
“FOURTH: The
number of shares which the Corporation is authorized to issue is
Fifteen Million (15,000,000) shares, and the par value of each of
such shares is five cents ($0.05).”
SECOND: Thereafter, pursuant to the
written consent of the Board of Directors of the Corporation and
written consent of the stockholders of the Corporation, 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 foregoing
amendment.
THIRD: That the foregoing amendment was
duly adopted in accordance with Section 242 of the
DGCL.
[Signature Page
Follows]
275729
IN WITNESS
WHEREOF, the Corporation has
caused this Certificate of Amendment to be executed by a duly
authorized officer of the Corporation, on June ___,
2021.
SCIENTIFIC INDUSTRIES, INC.
By: ________________________
Name:
Helena R. Santos
Title:
Chief Executive Officer
275729