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-3.1 - ARTICLES OF AMENDMENT GOLF TRUST - PERNIX THERAPEUTICS HOLDINGS, INC. | gta_ex311.htm |
EXHIBIT
3.2
ARTICLES
OF AMENDMENT
TO
THE
ARTICLES
OF INCORPORATION
OF
PERNIX
THERAPEUTICS HOLDINGS, INC.
(formerly
GOLF TRUST OF AMERICA, INC.)
Pernix Therapeutics Holdings, Inc.
(formerly Golf Trust of America, Inc.,) (the "Corporation") a Maryland corporation,
pursuant to Section 2-309 of the Maryland General Corporation Law, hereby
certifies to the State Department of Assessments and Taxation of Maryland
that:
FIRST: The Board of Directors
of the Corporation hereby effects a reverse stock split by changing and
reclassifying each two (2) shares of Common Stock, par value $0.01 per share, of
the Corporation, which is issued and outstanding as of the effective date of
this amendment, into one share of such Common Stock, par value $0.01 per
share.
No
fractional shares will be issued. A whole share will be issued in
place of any fractional share which would otherwise result from the reverse
split.
SECOND: The amendment does not
increase the authorized stock of the Corporation.
THIRD: These Articles have
been approved by the Board of Directors, without stockholder action, in
accordance with Section 2-309 of the Maryland General Corporation
Law.
FOURTH: The amendment will
become effective at the time the Department of Assessments and Taxation accepts
these Articles of Amendment for record.
We the
undersigned President and Secretary swear under penalties of perjury that the
foregoing is a corporate act.
(Signatures
appear on the following page)
/s/Michael
C. Pearce
|
/s/
Tracy S. Clifford
|
|||
Michael
C. Pearce
|
Tracy
S. Clifford
|
|||
President,
C.E.O. and Chairman
|
C.F.O.
and Secretary
|
Return
address of filing party:
Whiteford,
Taylor and Preston, LLP
Seven
Saint Paul Street
Baltimore,
MD 21202-1636