Datascension Inc. A Market Research Company
6330 McLeod Drive, Suite 1 Stock Symbol DTSN
Las Vegas, Nevada 89120 www.datascension.com
October 22, 2004
The Depository Trust & Clearing Corporation (DTCC)
55 Water Street
New York, NY 10041
Tel : (212) 855-5489 and 212-855-5486
Fax : (212) 855-5488
Attn :Mr. Joe Clark and Mr. Mike Ash
Announcement Division
RE : AMENDMENT TO BYLAWS
Dear Mr. Clark and Mr. Ash,
We are sending this letter per our conversations with the reorganization
department related to the above referenced change. I have used the same format
required by the NASDAQ.
1. Please indicate the effective date of the transaction if other than the
filing date.
The effective date is Monday, October 25, 2004.
2. Please state whether shareholder approval is required and if the
majority approved the transaction. Please provide an explanation if
shareholder approval is not required.
State law did not require shareholder approval; however, the majority of
shareholders approved the transaction in any event.
3. Please specify the ratio and effective date of the stock split.
- If there is not a split concurrent with a name change please
indicate in your correspondence.
There is no stock split related to this transaction.
4. Please provide Transfer Agent contact information.
Attn. Sally Flaucher
Transfer Online, Inc.
317 SW Alder Street, 2nd Floor
Portland, OR 97204
[P] 503.227.2950 [F] 503.227.6874
We have amended our corporate bylaws related to the following:
ARTICLE VI - CERTIFICATES FOR SHARES AND THEIR TRANSFER
1. FORM; SIGNATURE.
The certificates for shares of the Corporation shall be in such form as
shall be determined by the Board and shall be numbered consecutively and
entered in the books of the Corporation as they are issued. Each
certificate shall exhibit the registered holder's name and the number
and class of shares, and shall be signed by the Chairman, if elected,
President and the Treasurer or an Assistant Treasurer or the Secretary
or an Assistant Secretary, and shall bear the seal of the Corporation,
or a facsimile thereof. Where any such certificate is countersigned by a
transfer agent, or registered by a registrar, the signature of any such
officer may be a facsimile signature. In case any officer who signed, or
whose facsimile signature or signatures were placed on any such
certificate shall have ceased to be such officer before such certificate
is issued, it may nevertheless be issued by the Corporation with the
same effect as if he were such officer at the date of issue.
2. LOST CERTIFICATES.
The Board may direct a new share certificate or certificates to be
issued in place of any certificate or certificates theretofore issued by
the Corporation alleged to have been lost or destroyed, upon the making
of an affidavit of that fact by the person claiming the certificate to
be lost or destroyed. When authorizing such issue of a new certificate
or certificates, the Board may, in its discretion and as a condition
precedent to the issuance thereof, require the owner of such lost or
destroyed certificate or certificates or his legal representative, to
give the Corporation a bond in such sum as it may direct as indemnity
against any claim that may be made against the Corporation with respect
to the certificate alleged to have been lost or destroyed.
3. TRANSFER OF SHARES.
Upon surrender to the Corporation or any transfer agent of the
Corporation of a certificate for shares duly endorsed or accompanied by
proper evidence of succession, assignment or authority to transfer, it
shall be the duty of the Corporation or such transfer agent to issue a
new certificate to the person entitled thereto, cancel the old
certificate and record the transaction upon its books.
4. REGISTERED SHAREHOLDERS.
Except as otherwise provided by law, the Corporation shall be entitled
to recognize the exclusive right of a person registered on its books as
the owner of shares to receive dividends or other distributions, and to
vote as such owner, and to hold liable for calls and assessments a
person registered on its books as the owner of shares, and shall not be
bound to recognize any equitable or legal claim to or interest in such
share or shares on the part of any other person.
Please contact me at 702-262-2061, ext. 232 if you have any questions about
this or any other matter.
Best regards,
Datascension Inc.
/s/ Murray N. Conradie
-------------------------
Murray N. Conradie
President/CEO