Exhibit 3.1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FILED - Oklahoma Secretary of State #190055617 10/05/2016

 

CERTIFICATE OF AMENDMENT

TO THE

CERTIFICATE OF DESIGNATION

OF THE

SERIES B CONVERTIBLE PREFERRED STOCK

($0.0002 PAR VALUE)

OF

3DICON CORPORATION

 

Pursuant to Section 1032 of the Oklahoma General Corporation Act, 3DICON CORPORATION, an Oklahoma corporation (“Corporation”), does hereby certify that the following resolutions were duly adopted by the Board of Directors of the Corporation on May 31, 2016:

 

WHEREAS, the Corporation filed a Certificate of Designation with the Oklahoma Secretary of State on March 22, 2016 (the “Certificate of Designation”), setting forth certain resolutions of the Corporation’s Board of Directors establishing the powers, preferences, rights and limitations of the Corporation’s Series B Convertible Preferred Stock, par value $0.0002 per share (“Series B Preferred Stock”); and

 

WHEREAS, the Board of Directors deems it desirable and in the best interests of the Corporation to amend the terms of the Certificate of Designation to increase the number of authorized shares of Series B Preferred Stock from 2,000,000 shares to 6,600,000 shares;

 

NOW THEREFORE BE IT RESOLVED, that the number of authorized shares of Series B Preferred Stock shall be and is hereby increased from 2,000,000 shares to 6,600,000 shares; and

 

FURTHER RESOLVED, that a Certificate of Amendment to the Certificate of Designation setting forth these resolutions shall be prepared, and the Executive Officers be, and each of them hereby is, authorized, empowered and directed on behalf of the Corporation and in its name to execute and to file the Certificate of Amendment to the Certificate of Designation with the Oklahoma Secretary of State.

 

 

 

IN WITNESS WHEREOF, the Corporation has caused this Certificate of Amendment to be duly executed on its behalf by the undersigned, as of this 30th day of September, 2016.

 

3DICON CORPORATION  
   
/s/ Victor Keen  
Victor Keen, Chief Executive Officer  
   

 

 

 

RECEIVED

 

OCT 5 2016

 

OKLAHOMA SECRETARY OF STATE