Attached files
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8-K - SRKP 25 INC | v208570_8k.htm |
CERTIFICATE
OF AMENDMENT
TO
CERTIFICATE
OF INCORPORATION
OF
CHINA
CENTURY DRAGON MEDIA, INC.
a
Delaware corporation
China
Century Dragon Media, Inc., a corporation organized and existing under and by
virtue of the General Corporation Law of the State of Delaware (the “Corporation”),
DOES
HEREBY CERTIFY:
FIRST: That Article 5 of the
Certificate of Incorporation of the Corporation, as amended, is amended to
insert the following paragraph immediately following the last sentence of
paragraph one:
“Upon the
filing and effectiveness (the “Effective Time”) of
this Certificate of Amendment with the Delaware Secretary of State, every
3.4482759 outstanding
shares of Common Stock shall without further action by this Corporation or the
holder thereof be combined into and automatically become one (1) share of Common
Stock (the “Reverse
Stock Split”). The number of authorized shares of Common Stock
of the Corporation and the par value of the Common Stock shall remain as set
forth in this Certificate of Incorporation, as amended. No fractional
share shall be issued in connection with the foregoing combination; all shares
of Common Stock that are held by a stockholder will be aggregated for purposes
of such combination and each stockholder shall be entitled to receive the number
of whole shares resulting from the combination of the shares so aggregated. Any
fractions resulting from the Reverse Stock Split computation shall be rounded up
to the next whole share.
SECOND:
The amendment set forth has been duly approved by the Board of Directors of the
Corporation and by the Stockholders entitled to vote thereon.
THIRD: That
said amendment was duly adopted in accordance with the provisions of Section 242
of the General Corporation Law of the State of Delaware.
IN
WITNESS WHEREOF, I, the undersigned, being the Chief Executive Officer of the
Corporation, for the purpose of amending the Certificate of Incorporation of the
Corporation pursuant to Section 242 of the Delaware General Corporation Law, do
make and file this Certificate of Amendment, hereby declaring and certifying
that the facts herein stated are true and accordingly have hereunto set my hand,
as of this 12th day of January, 2011.
By:
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/s/ Haiming Fu
|
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Name: Haiming Fu | |||
Title: Chief Executive Officer |