Free Articles of Amendment - Illinois

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FORM BCA 10.30 (rev. Dec. 2003) ARTICLES OF AMENDMENT Business Corporation Act Secretary of State Department of Business Services Springfield, IL 62756 217-782-1832 www.cyberdriveillinois.com Remit payment in the form of a check or money order payable to Secretary of State.

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____________________________________ File #______________________________

Filing Fee: $50

Approved: ___________

-------- Submit in duplicate -------- Type or Print clearly in black ink -------- Do not write above this line --------

1. Corporate Name (See Note 1 on page 4.): ___________________________________________________________

2. Manner of Adoption of Amendment: The following amendment to the Articles of Incorporation was adopted on __________________________, __________ Month & Day Year in the manner indicated below:
Mark an "X" in one box only.

J By a majority of the incorporators, provided no directors were named in the Articles of Incorporation and no directors have been elected. (See Note 2 on page 4.) J By a majority of the board of directors, in accordance with Section 10.10, the Corporation having issued no shares as of the time of adoption of this amendment. (See Note 2 on page 4.) J By a majority of the board of directors, in accordance with Section 10.15, shares having been issued but shareholder action not being required for the adoption of the amendment. (See Note 3 on page 4.) J By the shareholders, in accordance with Section 10.20, a resolution of the board of directors having been duly adopted and submitted to the shareholders. At a meeting of shareholders, not less than the minimum number of votes required by statute and by the Articles of Incorporation were voted in favor of the amendment. (See Note 4 on page 4.) J By the shareholders, in accordance with Sections 10.20 and 7.10, a resolution of the board of directors having been duly adopted and submitted to the shareholders. A consent in writing has been signed by shareholders having not less than the minimum number of votes required by statute and by the Articles of Incorporation. Shareholders who have not consented in writing have been given notice in accordance with Section 7.10. (See Notes 4 and 5 on page 4.) J By the shareholders, in accordance with Section 10.20, a resolution of the board of directors having been duly adopted and submitted to the shareholders. A consent in writing has been signed by all the shareholders entitled to vote on this amendment. (See Note 5 on page 4.) 3. Text of Amendment: a. When amendment effects a name change, insert the New Corporate Name below. Use page 2 for all other amendments. Article I: Name of the Corporation: ________________________________________________________________
New Name

(All changes other than name include on page 2.)

Page 1 Printed by authority of the State of Illinois. February 2008 - 5M - C 173.14

Text of Amendment b. If amendment affects the corporate purpose, the amended purpose is required to be set forth in its entirety. For more space, attach additional sheets of this size.

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4. The manner, if not set forth in Article 3b, in which any exchange, reclassification or cancellation of issued shares, or a reduction of the number of authorized shares of any class below the number of issued shares of that class, provided for or effected by this amendment, is as follows (If not applicable, insert "No change"):

5. a. The manner, if not set forth in Article 3b, in which said amendment effects a change in the amount of paid-in capital is as follows (if not applicable, insert "No change"): (Paid-in capital replaces the terms Stated Capital and Paid-in Surplus and is equal to the total of these accounts.)

b. The amount of paid-in capital as changed by this amendment is as follows (if not applicable, insert "No change"): (Paid-in Capital replaces the terms Stated Capital and Paid-in Surplus and is equal to the total of these accounts.) (See Note 6 on page 4.) Before Amendment After Amendment Paid-in Capital: $____________________ $____________________

Complete either Item 6 or Item 7 below. All signatures must be in BLACK INK. 6. The undersigned Corporation has caused this statement to be signed by a duly authorized officer who affirms, under penalties of perjury, that the facts stated herein are true and correct. Dated _______________________________ , _____
Month & Day Any Authorized Officer's Signature Year

________________________________________________
Exact Name of Corporation

______________________________________ ______________________________________
Name and Title (type or print)

7. If amendment is authorized pursuant to Section 10.10 by the incorporators, the incorporators must sign below, and type or print name and title. OR If amendment is authorized by the directors pursuant to Section 10.10 and there are no officers, a majority of the directors, or such directors as may be designated by the board, must sign below, and type or print name and title. The undersigned affirms, under penalties of perjury, that the facts stated herein are true and correct. Dated _______________________________ , _____
Month & Day Year

___________________________________________ ___________________________________________ ___________________________________________ ___________________________________________

________________________________________________ ________________________________________________ ________________________________________________ ________________________________________________

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NOTES AND INSTRUCTIONS 1. State the true exact corporate name as it appears on the records of the Office of the Secretary of State BEFORE any amendments herein reported. 2. Incorporators are permitted to adopt amendments ONLY before any shares have been issued and before any directors have been named or elected. (§ 10.10) 3. Directors may adopt amendments without shareholder approval in only seven instances, as follows: a. To remove the names and addresses of directors named in the Articles of Incorporation. b. To remove the name and address of the initial registered agent and registered office, provided a statement pursuant to §5.10 is also filed. c. To increase, decrease, create or eliminate the par value of the shares of any class, so long as no class or series of shares is adversely affected. d. To split the issued whole shares and unissued authorized shares by multiplying them by a whole number, so long as no class or series is adversely affected thereby. e. To change the corporate name by substituting the word "corporation," "incorporated," "company," "limited" or the abbreviation "corp.," "inc.," "co.," or "ltd." for a similar word or abbreviation in the name, or by adding a geographical attribution to the name. f. To reduce the authorized shares of any class pursuant to a cancellation statement filed in accordance with §9.05. g. To restate the Articles of Incorporation as currently amended. (§10.15) 4. All amendments not adopted under §10.10 or §10.15 require (1) that the board of directors adopt a resolution setting forth the proposed amendment and (2) that the shareholders approve the amendment. Shareholder approval may be (1) by vote at a shareholders' meeting (either annual or special) or (2) by consent, in writing, without a meeting. To be adopted, the amendment must receive the affirmative vote or consent of the holders of at least two-thirds of the outstanding shares entitled to vote on the amendment (but if class voting applies, then also at least a two-thirds vote within each class is required). The Articles of Incorporation may supersede the two-thirds vote requirement by specifying any smaller or larger vote requirement not less than a majority of the outstanding shares entitled to vote and not less than a majority within each class when class voting applies. (§10.20) 5. When shareholder approval is by consent, all shareholders must be given notice of the proposed amendment at least five days before the consent is signed. If the amendment is adopted, shareholders who have not signed the consent must be promptly notified of the passage of the amendment. (§§7.10 & 10.20) 6. In the event of an increase in paid-in capital, the corporation must pay all applicable franchise taxes, penalties and interest before this document can be accepted for filing.

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