Attached files
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| S-1/A - MAM SOFTWARE GROUP, INC. | v190556_s1a.htm |
| EX-23.1 - MAM SOFTWARE GROUP, INC. | v190556_ex23-1.htm |
STATE
of DELAWARE
CERTIFICATE of AMENDMENT of
CERTIFICATE of
INCORPORATION
of
AFTERSOFT
GROUP, INC.
Michael
Jamieson certifies that:
FIRST: He is the interim Chief
Executive Officer of Aftersoft Group, Inc., a corporation organized under the
General Corporation Law of the of the State of Delaware (the
“Corporation”).
SECOND: That at a meeting of
the Board of Directors of the Corporation resolutions were duly adopted in
accordance with Sections 141 and 242 of the Delaware General Corporation Law
setting forth a proposed amendment of the Certificate of Incorporation of said
Corporation, declaring said amendment to be advisable and calling a meeting of
the stockholders of said Corporation for consideration thereof. The resolution
setting forth the proposed amendment is as follows:
RESOLVED, that the Certificate
of Incorporation of this corporation be amended by changing the Article “FIRST”
thereof so that, as amended, said Article shall be and read as
follow:
“FIRST: The name of this
corporation shall be MAM Software Group, Inc.”
THIRD: That thereafter,
pursuant to a resolution of its Board of Directors, the foregoing amendment of
the Certificate of Incorporation of the Corporation was duly adopted by a vote
of stockholders holding a majority of the outstanding capital stock of the
Company at the annual shareholder meeting of the Company held on April 21, 2010,
and in accordance with the provisions of Sections 211, 212 and 242 of the
General Corporation Law of the of the State of Delaware.
FOURTH: The effective time of
the Amendment herein certified shall be upon the filing of this Certificate with
the Secretary of State.
IN WITNESS WHEREOF, said
Corporation has caused this Certificate of Amendment of the Certificate of
Incorporation of the Corporation to be signed by signed by the undersigned,
Michael Jamieson, an Authorized Officer, and the undersigned has executed this
certificate and affirms the foregoing as true and under penalty of perjury this
5th day of May, 2010.
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By:
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/s/ Michael
Jamieson
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Michael
Jamieson
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Interim
Chief Executive Officer
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