Exhibit 3.4
Amendment to the Articles of Incorporation of 4C Controls Inc., as filed in the State of Nevada on February 12, 2008:
1. The name of the corporation is 4C Controls Inc.
# # #
All other terms and conditions of the Articles of Incorporation as filed with the Secretary of State of Nevada, dated March 2, 2005, remain in full force and effect.
Articles of Incorporation, dated March 2, 2005:
Exhibit 3.1
| DEAN HELLER |
Secretary of State |
206 North Carson Street |
Carson City, Nevada 89701-4299 |
(775) 684-5708 |
Website: secretaryofstate.biz |
Articles of Incorporation (PURSUANT TO NRS 78) |
Important. Read attached instructions before completing form. | ABOVE SPACE IS FOR OFFICE USE ONLY |
1. | Name of Corporation | AMECS Inc. |
| | |
2. | Resident Agent | The Corporation Trust Company of Nevada |
| Name and Street Address: | Name |
| (must be a Nevada address | 6100 Neil Road, Suite 500 | Reno | NV | 89511 |
| where process may be | Street Address | City | State | Zip Code |
| served) | | | | |
| | Optional Mailing Address | City | State | Zip Code |
| | |
3. | Shares: (number of shares) | | | | | | |
| corporation authorized to | Number of shares | | | | Number of Shares | |
| issue | with par value: | 100,000,000 | Par value: | 0.00001 | without par value: | None |
| | |
4. | Name & Addresses: of | 1. | Alexei Gavriline |
| Board of Directors/Trustees: | | Name |
| (attach additional page | 14 Groverdale Road | Etobicoke | ON | M9C 3M8 |
| there is more than 3 | Street Address | City | State | Zip Code |
| directors/trustees) | 2. | |
| | | Name |
| | | | | |
| | Street Address | City | State | Zip Code |
| |
5. | Purpose: | The purpose of this Corporation shall be: |
| (optional - see instructions) | To engage in and carry on any lawful business activities and acts desireable to accomplish such purpose. |
| | |
6. | Names, Address | Conrad C. Lysiak | /s/ Conrad C. Lysiak |
| and Signature of | Name | Signature |
| Incorporator. | 601 West First Avenue, Suite 503 | Spokane | WA | 99201 |
| (attach additional page there | Address | City | State | Zip Code |
| is more than 1 incorporator) | |
| | |
7. | Certificate of Acceptance | I hereby accept appointment as Resident Agent for the above named corporation. |
| of Appointment of | | |
| Resident Agent: | Authorized Signature of R. A. or On Behalf of R. A. Company | Date |
This form, must be accompanied by appropriate fees. See attached fee schedule.
AMECS INC.
ADDITIONAL ARTICLES
Section 1. Acquisition of Controlling Interest.
The Corporation elects not to be governed by NRS 78.378 to 78.3793, inclusive.
Section 2. Combinations with Interest Stockholders.
The Corporation elects not to be governed by NRS 78.411 to 78.444, inclusive.
Section 3. Liability.
To the fullest extent permitted by NRS 78, a director or officer of the Corporation will not be personally liable to the Corporation or its stockholders for damages for breach of fiduciary duty as a director or officer, provided that this article will not eliminate or limit the liability of a director or officer for:
(a) acts or omissions which involve intentional misconduct, fraud or a knowing violation of law; or
(b) the payment of distributions in violation of NRS 78.300, as amended.
Any amendment or repeal of this Section 3 will not adversely affect any right or protection of a director of the Corporation existing immediately prior to such amendment or repeal.
Section 4. Indemnification.
(a) Right to Indemnification. The Corporation will indemnify to the fullest extent permitted by law any person (the "Indemnitee") made or threatened to be made a party to any threatened, pending or completed action or proceeding, whether civil, criminal, administrative or investigative (whether or not by or in the right of the Corporation) by reason of the fact that he or she is or was a director of the Corporation or is or was serving as a director, officer, employee or agent of another entity at the request of the Corporation or any predecessor of the Corporation against judgments, fines, penalties, excise taxes, amounts paid in settlement and cost, charges and expenses (including attorney's fees and disbursements) that he or she incurs in connection with such action or proceeding.
(b) Inurement. The right to indemnification will inure whether or not the claim asserted is based on matters that predate the adoption of this Section 4, will continue as to an Indemnitee who has ceased to hold the position by virtue of which he or she was entitled to indemnification, and will inure to the benefit of his or her heirs and personal representatives.
(c) Non-exclusivity of Rights. The right to indemnification and to the advancement of expenses conferred by this Section 4 are not exclusive of any other rights that an Indemnitee may have or acquire under any statue, bylaw, agreement, vote of stockholders or disinterested directors, the Certificate of Incorporation or otherwise.
(d) Other Sources. The Corporation's obligation, if any, to indemnify or to advance expenses to any Indemnitee who was or is serving at the request as a director, officer employee or agent of another corporation, partnership, joint venture, trust, enterprise or other entity will be reduced by any amount such Indemnitee may collect as indemnification or advancement or expenses from such other entity.
(e) Advancement of Expenses. The Corporation will, from time to time, reimburse or advance to any Indemnitee the funds necessary for payment of expenses, including attorneys' fees and disbursements, incurred in connection with defending any proceeding from which he or she is indemnified by the Corporation, in advance of the final disposition of such proceeding; provided that the Corporation has received the undertaking of such director or officer to repay any such amount so advanced if it is ultimately determined by a final and unappealable judicial decision that the director or officer is not entitled to be indemnified for such expenses.