James River (JRVR) S-1 IPO registration

Exhibit 3.2

FORM NO. 3a Registration No. 40141

BERMUDA

CERTIFICATE OF INCORPORATION
ON CHANGE OF NAME

I HEREBY CERTIFYthat in accordance with section 10 ofthe Companies Act 1981 Franklin Holdings (Bermuda), Ltd.by resolution and with the approval of the Registrar of Companies has changed its name and was registered asJames River Group Holdings, Ltd.on the18^thday ofSeptember 2014.

	Given under my hand and the Seal of the REGISTRAR OF COMPANIES this22ndday ofSeptember 2014
	Registrar of Companies