FILED
O9:00 AM 01/29/1993
CERTIFICATE
OF INCORPORATION
ARABIAN
SHIELD DEVELOPMENT COMPANY
Arabian
Shield Development Company (the "Corporation"), a corporation organized
and
existing under and by virtue of the General Corporation Law of the State
of
Delaware,
FIRST:
That at a meeting of the Board of Directors of the Corporation, resolutions
were
duly adopted setting forth a proposed amendment of the Certificate of
Incorporation of the Corporation, declaring said amendment to be advisable
and
calling a meeting of the stockholders of the Corporation for consideration
thereof. The text of the proposed amendment is as
follows:
RESOLVED,
that the first paragraph of Article Fourth of the Certificate of Incorporation
be amended to read in its entirety as
follows:
"FOURTH.
The total number of shares of stock which the corporation shall have authority
to issue is forty million (40,000,000) and the par value of each of such
shares
is Ten Cents ($.10) amounting in the aggregate to Four Million Dollars
($4,000,000)."
SECOND:
That thereafter, pursuant to resolution of its Board of Directors, the
annual
meeting of the stockholders of the Corporation was duly called and held
on
December 29, 1992, upon notice in accordance with Section 222 of the General
Corporation law of the state of Delaware at which meeting the necessary
number
of shares as required by statute were voted in favor of the
amendment.
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, the undersigned does hereby execute this Certificate for
and on
behalf of the Corporation, and does hereby acknowledge that this Certificate
is
the act and deed of the Corporation and that the facts stated herein are
true.
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By:
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/s/
Jack Crichton
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Jack
Crichton, Chairman of the Board
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Attest:
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/s/
Drew Wilson
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Drew
Wilson, Secretary
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