QMIS TBS Capital (QMIX) 8-K Amendments to Articles of Incorporation or Bylaws

CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF QMIS TBS CAPITAL GROUP CORP.

QMIS TBS CAPITAL GROUP CORP. (the "Corporation"), a corporation organized and existing under the General Corporation Law of the State of Delaware, hereby certifies as follows:

1.This Certificate of Amendment (the "Certificate of Amendment") amends the provisions of the Corporation's Certificate of Incorporation filed with the Secretary of State on November 21, 2019 (the "Certificate of Incorporation"), as amended on October 7, 2020 (the “First Amendment”). 

2.Article FIFTH of the Certificate of Incorporation is hereby amended and restated in its entirety as follows: 

A.The business and affairs of the corporation shall be managed by or under the direction of the board of directors, and the directors need not be elected by ballot unless required by the bylaws of the corporation. 

B.The Chairman of the Board shall have five (5) votes on each matter voted on by the Board of Directors. 

C.As of the date of this Amendment, the Chairman of the Board shall be Yung Kong Chin. 

3.This amendment was duly adopted in accordance with the provisions of Sections 228 and 242 of the General Corporation Law of the State of Delaware. 

4.All other provisions of the Certificate of Incorporation shall remain in full force and effect. 

IN WITNESS WHEREOF, the Corporation has caused this Certificate of Amendment to be signed by Dr. Yung Kong Chin, its Chairman and Chief Executive Officer, this 25^th day of October, 2023.  

By:      /s/ Yung Kong Chin                                       

Dr. Yung Kong Chin                                                 

Chairman and Chief Executive Officer