Attached files

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10-K - InsPro Technologies Corpv216185_10k.htm
EX-21 - InsPro Technologies Corpv216185_ex21.htm
EX-3.11 - InsPro Technologies Corpv216185_ex3-11.htm
EX-31.1 - InsPro Technologies Corpv216185_ex31-1.htm
EX-32.1 - InsPro Technologies Corpv216185_ex32-1.htm
EX-23.1 - InsPro Technologies Corpv216185_ex23-1.htm
EX-31.2 - InsPro Technologies Corpv216185_ex31-2.htm
EX-10.27 - InsPro Technologies Corpv216185_ex10-27.htm
Exhibit 3.10
CERTIFICATE OF AMENDMENT
TO
THE CERTIFICATE OF INCORPORATION
OF
HEALTH BENEFITS DIRECT CORPORATION

HEALTH BENEFITS DIRECT CORPORATION, (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify:

FIRST: That the board of directors of the Corporation (the “Board of Directors”), at a duly convened meeting of the Board of Directors, duly adopted a resolution declaring advisable the amendment of the Certificate of Incorporation of the Corporation, as amended (the “Certificate’), and submitted the same to the stockholders of the Corporation for approval. The resolution setting forth the proposed amendment is as follows:

RESOLVED, that Article FOURTH be amended and restated in its entirety as follows:

  “FOURTH: A. The total number of shares of stock which the Corporation shall have the authority to issue is 320,000,000. The Classes and aggregate number of shares of each class which the Corporation shall have authority to issue are as follows:

 
1.
Three Hundred million (300,000,000) shares of Common Stock, par value $0.001 per share (the “Common Stock”); and

 
2.
Twenty million (20,000,000) shares of Preferred Stock, par value of $0.001 per share (the “Preferred Stock”).”

SECOND: That the stockholders of the Corporation have duly approved the aforesaid amendment in accordance with the provisions of Section 242 of the DGCL.

IN WITNESS WHEREOF, this Certificate of Amendment has been executed on behalf of the Company by its Chief Financial Officer, Chief Operating Officer and Acting Principal Executive Officer this 18 day of November, 2010.

HEALTH BENEFITS DIRECT CORPORATION
 
     
By:
   
     
Name: Anthony R. Verdi
 
Title: Chief Financial Officer, Chief Operating Officer
and Acting Principal Executive Officer