Attached files
| file | filename |
|---|---|
| EX-99.1 - PRESS RELEASE - AzurRx BioPharma, Inc. | ex99-1.htm |
| 8-K - CURRENT REPORT - AzurRx BioPharma, Inc. | azrx8k_feb242021.htm |
Exhibit 3.1
CERTIFICATE OF AMENDMENT TO THE
AMENDED AND RESTATED
CERTIFICATE OF INCORPORATION
OF
AZURRX BIOPHARMA, INC.
AzurRx BioPharma, Inc. (the “Corporation”), a corporation organized and existing
under and by virtue of the General Corporation Law of the State of
Delaware, does hereby certify as follows:
FIRST: That a resolution
was duly adopted on December 31, 2020, by the Board of Directors of
the Corporation pursuant to Section 242 of the General Corporation
Law of the State of Delaware setting forth an amendment to the
Certificate of Incorporation of the Corporation and declaring said
amendment to be advisable. The stockholders of the Corporation duly
approved said proposed amendment at a special meeting of
stockholders held on February 24, 2021 in accordance with Section
242 of the General Corporation Law of the State of Delaware. The
proposed amendment set forth as follows:
Article FOURTH of the Amended and Restated Certificate of
Incorporation of the Corporation, as amended to date, be and hereby
is amended by deleting the following sentence in the first
paragraph of Article FOURTH:
The total number of shares which the Corporation shall have
authority to issue is one hundred sixty million (160,000,000)
shares, of which one hundred and fifty million (150,000,000) shares
shall be common stock, par value $0.0001 per share, and ten million
(10,000,000) shares shall be preferred stock, par value $0.0001 per
share.
The sentence reflected above under the first paragraph of
Article FOURTH will be replaced by the
following:
The total number of shares which the Corporation shall have
authority to issue is two hundred and sixty million (260,000,000)
shares, of which two hundred and fifty million (250,000,000) shares
shall be common stock, par value $0.0001 per share, and ten million
(10,000,000) shares shall be preferred stock, par value $0.0001 per
share.
SECOND: That said
amendment will have an Effective Time of February 24, 2021 at 5:00
P.M., Eastern Time, on the filing date of this Certificate of
Amendment to the Amended and Restated Certificate of
Incorporation
IN WITNESS WHEREOF, the Corporation has caused this Certificate of
Amendment to be signed by its President and Chief Executive Officer
this 24th
day of February,
2021.
|
/s/ James
Sapirstein
|
|
James
Sapirstein
|
|
President and Chief Executive Officer
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