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8-K - FORM 8-K - Premier Power Renewable Energy, Inc.v231443_8k.htm
AMENDMENT TO
CERTIFICATE OF INCORPORATION
OF PREMIER POWER RENEWABLE ENERGY, INC.


The undersigned, Dean Marks, hereby certifies that:

1.  He is the Chief Executive Officer of Premier Power Renewable Energy, Inc., a Delaware corporation (the “Corporation”), and is duly authorized by the unanimous written consent of the Board of Directors of the Corporation to execute this instrument.

2.  This Certificate of Amendment of the Certificate of Incorporation was duly approved by the Corporation’s Board of Directors, in accordance with the applicable provisions of Sections 141 and 242 of the General Corporation Law of the State of Delaware, and duly adopted by written consent of the holders of a majority of the outstanding shares of common stock of the Corporation, in accordance with the applicable provisions of Sections 228 and 242 of the General Corporation Law of the State of Delaware.

3.  The first sentence of the introductory paragraph of Article FOURTH of the Certificate of Incorporation is hereby amended to read in full as follows:

“The total number of shares of all classes of stock which the Corporation shall have authority to issue is Eighty Million (80,000,000) shares, of which Twenty Million (20,000,000) shares shall be Preferred Stock, par value $0.0001 per share, and Sixty Million (60,000,000) shares shall be Common Stock, par value $0.0001 per share.”

4.  This Certificate of Amendment is effective immediately upon filing.

IN WITNESS WHEREOF, the Corporation has caused this Certificate of Amendment of the Certificate of Incorporation to be executed this 8th day of August, 2011.


 
PREMIER POWER RENEWABLE ENERGY, INC.
     
     
 
By:
/s/ Dean Marks
   
Dean Marks
   
Chief Executive Officer