Attached files
| file | filename |
|---|---|
| 8-K - CURRENT REPORT - PERNIX THERAPEUTICS HOLDINGS, INC. | gta_8k.htm |
| EX-99.1 - PRESS RELEASE - PERNIX THERAPEUTICS HOLDINGS, INC. | gta_991.htm |
| EX-3.2 - ARTICLES OF AMENDMENT PERNIX - PERNIX THERAPEUTICS HOLDINGS, INC. | gta_ex312.htm |
EXHIBIT
3.1
ARTICLES
OF AMENDMENT
TO
THE
ARTICLES
OF INCORPORATION
OF
GOLF
TRUST OF AMERICA, INC.
Pursuant to
Title 2, Subtitle 6 of the Maryland General Corporation Law (the “MGCL”), Golf
Trust of America, Inc., a Maryland corporation (the “Corporation”), hereby
certifies to the Department of Assessments and Taxation of Maryland
that:
FIRST: Article I of the
Articles of Incorporation of the Corporation (the “Articles”) is hereby amended
and restated in its entirety as follows:
ARTICLE
I
NAME
The name of
the corporation (which is hereinafter called the “Corporation”) is:
Pernix
Therapeutics Holdings, Inc.
SECOND: Article IV of
the Articles is hereby amended to add the following new Section 6:
“Section
6. BOARD OF DIRECTORS’ AUTHORITY TO EFFECT REVERSE STOCK
SPLITS. Notwithstanding any other provision of these Articles of
Incorporation, to the fullest extent permitted under applicable law, the board
of directors of the Corporation shall have the power to authorize, approve,
declare and effect, without stockholder action or approval, any reverse stock
split.”
THIRD: The amendments
to the Articles as hereinabove set forth have been duly advised by the Board of
Directors of the Corporation and approved by the stockholders of the
Corporation, as required by the MGCL.
FOURTH: These amendments will
become effective at the time the Department of Assessments and Taxation accepts
these Articles of Amendment for record.
(Signatures
appear on the following page)
We the
undersigned President and Secretary swear under penalties of perjury that the
foregoing is a corporate act.
|
/s/Michael
C. Pearce
|
/s/
Tracy S. Clifford
|
|||
|
Michael
C. Pearce
President,
CEO and Chairman
|
Tracy
S. Clifford
CFO
and Secretary
|
Return
address of filing party:
Whiteford,
Taylor and Preston, LLP
Seven
Saint Paul Street
Baltimore,
MD 21202-1636