Exhibit 3.6
CERTIFICATE OF AMENDMENT
OF
RESTATED CERTIFICATE OF INCORPORATION
OF
WATER CHEF, INC.
- --------------------------------------------------------------------------------
WATER CHEF, INC. A corporation duly organized and existing under and by virtue
of the General Corporation Law of the State of Delaware,
DOES HEREBY CERTIFY:
FIRST: That the Board of Directors of Water Chef, Inc. by the unanimous
written consent of its members, filed with the minutes of the Board, adopted a
resolution proposing and declaring advisable the following amendment to the
Amended and Restated Certificate of Incorporation of said corporation.
Resolved, that the Amended and Restated Certificate of Incorporation shall
be amended by revising Article 4 to read in full as follows:
4: The total authorized capital stock of the Corporation shall be one
hundred million (200,000,000) shares, each with a par value of $0.001
per share, as follows:
1. COMMON STOCK: The corporation is authorized to issue up to ninety
million (190,000,000) shares of Common Stock.
2. PREFERRED STOCK: The corporation is further authorized to issue
up to ten million (10,000,000) shares of preference stock to be
known as "Preferred Stock". Authority is hereby expressly vested
in the Board of Directors of the Corporation to divide said
Preferred stock into series and fix and determine the voting
powers, designations, preferences and relative participating,
optional or special rights and qualifications, limitations or
restrictions of the shares of each series so established, as
provided by Section 151 of the Delaware Corporation Law.
SECOND: That the aforesaid amendment was duly adopted in accordance with
those powers specifically authorized within the provisions of the Articles of
Incorporation of the Corporation and in accordance with the applicable
provisions of Section 242 of the General Corporation Law of the State of
Delaware.
IN WITNESS WHEREOF, said Water Chef, Inc. has caused this Certificate to be
signed by David A. Conway, its President, and attested by Rudolf W. Schindler,
its Acting Secretary this 20th day of February, 2002.
WATER CHEF, INC.
By: /s/ David A. Conway
-------------------------------
President
Attest: /s/ Rudolf W. Schindler
-----------------------------
Secretary