of AMENDMENT of
HOLDINGS, INC. (the “Corporation”) a corporation organized and existing under and by virtue of the Delaware General
Corporation Law (“DGCL”) does hereby certify:
the Board of Directors of the Corporation, by the unanimous written consent of its Directors, filed with the minutes of the
Board, adopted a resolution proposing and declaring advisable the following amendment to the Certificate of Incorporation of
that the Certificate of Incorporation of this Corporation be amended by changing the Article thereof numbered "One",
so that, as amended, said Article shall be and read, in pertinent part, as follows:
The name of the corporation is Q Therapeutics, Inc. (the “Corporation”).
That in lieu of a meeting and vote of the stockholders of the Corporation, a majority of the holders of the Corporation’s Common
Stock have given their written consent to said amendment in accordance with the provisions of Section 228 of the DGCL, and written
notice of the adoption of the amendment has been given as provided in Section 228 of the
DGCL to every stockholder entitled to such notice.
the foregoing amendment of the Certificate of Incorporation was duly adopted in accordance with the provisions of
Section 242 of the DGCL.
The Effective Date of this Amendment shall be December 10, 2012.
WITNESS WHEREOF, the Corporation has caused this Certificate of Amendment to be executed on this 30th day of October
||Q HOLDINGS, INC.|
||/s/ Deborah A. Eppstein|
||Deborah A. Eppstein, PhD.|
||President and CEO|