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Exhibit 3.3
[THE SEAL OF THE SECRETARY OF STATE OF OHIO]
Prescribed by
BOB TAFT, Secretary of State
30 East Broad Street, 14th Floor
Columbus, Ohio 43266-0418
Form SH-AMD (January 1991)
Charter No. 972662
Approved CR
Date 7-1-97
Fee $10,050.00
CERTIFICATE OF AMENDMENT
By Shareholders to the Articles of Incorporation of
Ohio State Financial Services, Inc.
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(Name of Corporation)
Jon W. Letzkus , who is:
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[ ] Chairman of the Board [X] President [ ] Vice President (check one)
and
Sherri Yarbrough , who is: [X] Secretary [ ] Assistant Secretary (Check One)
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of the above name Ohio corporation for profit do hereby certify that: (check the
appropriate box and complete the appropriate statements)
[ ] a meeting of the shareholders was duly called for the purpose of adopting
this amendment and held on , 19 at which meeting a quorum of the
shareholders was present in person or by proxy, and by the affirmative vote
of the holders of shares entitling them to exercise % of the voting power
of the corporation.
[X] in a writing signed by all of the shareholders who would be entitled to
notice of a meeting held for that purpose, the following resolutions to
amend the articles were adopted:
SEE EXHIBIT A ATTACHED HERETO.
IN WITNESS WHEREOF, the above named officers, acting for and on the behalf
of the corporation, have hereto subscribed their names this 30th day of June,
1997.
By /s/Jon W. Letzkus
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(President)
By /s/ Sherri Yarbrough
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(Secretary)
NOTE: Ohio law does not permit one officer to sign in two capacities. Two
separate signatures are required, even if this necessitates the election of a
second officer before the filing can be made.
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EXHIBIT A
RESOLVED, that the Articles of Incorporation of Ohio State Financial Services,
Inc. be amended by deleting Article FOURTH in its entirety and
substituting therefor the following new Article FOURTH:
FOURTH: The authorized shares of the corporation shall be three
million (3,000,000), all of which shall be common shares, each
without par value. The directors of the corporation may adopt an
amendment to the Articles of Incorporation in respect of any
unissued or treasury shares of any class and thereby fix or
change: the division of such shares into series and the
designation and authorized number of each series; the dividend
rate; the dates of payment of dividends and the dates from which
they are cumulative; the liquidation price; the redemption rights
and price; the sinking fund requirements; the conversion rights;
and the restrictions on the issuance of shares of any class or
series.
FURTHER RESOLVED, that the Articles of Incorporation of Ohio State
Financial Services, Inc. be amended by adding thereto the following
Article EIGHTH:
EIGHTH: No shareholder of the corporation shall have the right to
vote cumulatively in the election of directors.