Exhibit 3.1
[SEAL] DEAN HELLER
Secretary of State
204 North Carson Street, Suite 1
Carson City, Nevada 89701-4299
(775) 684-5708
Website: secretaryofstate.biz
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CERTIFICATE OF AMENDMENT
(PURSUANT TO NRS 78.385 and 78.390)
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Certificate of Amendment to Articles of Incorporation
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For Nevada Profit Corporations
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(Pursuant to NRS 78.385 and 78.390-After Issuance of Stock)
1. Name of corporation: MGCC Investment Strategies, Inc.
2. The articles have been amended as follows (provide article numbers, if
available):
The FOURTH article of the Articles of Incorporation shall hereby read as
follows:
The maximum number of shares of all classes which the corporation is authorized
to have outstanding is one hundred million (100,000,000) shares, consisting of
ninety million (90,000,000) shares of common stock, all par value $0.0001 per
share and ten million (10,000,000) shares of preferred stock, all par value
$0.0001 per share. The holders of stock shall have such rights, preferences and
privileges as may be determined prior to the issuance of such shares by the
Board of Directors. On the filing date of this Certificate of Amendment, each
twenty (20) shares of common stock outstanding shall be changed into one (1)
share of said common stock (the "Reverse Stock Split"). The Reverse Stock Split
shall not change the par value of the common stock, nor change the authorized
number of shares of common stock. Fractional shares shall not be issued, but
shall be rounded up to the next whole number.
3. The vote by which the stockholders holding shares in the corporation
entitling them to exercise at least a majority of the voting power, or such
greater proportion of the voting power as may be required in the case of a vote
by classes or series, or as may be required by the provisions of the *articles
of incorporation have voted in favor of the amendment is:
20,000,000 of 23,173,000 shares.
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4. Effective date of filing (optional): February 9, 2006
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(must not be later than 90 days after the certificate is filed)
5. Officer Signature (required): /s/ Timothy P. Halter
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*If any proposed amendment would alter or change any preference or any relative
or other right given to any class or series of outstanding shares, then the
amendment must be approved by the vote, in addition to the affirmative vote
otherwise required, of the holders of shares representing a majority of the
voting power of each class or series affected by the amendment regardless of
limitations or restrictions on the voting power thereof.
IMPORTANT: Failure to include any of the above information and submit the proper
fees may cause this filing to be rejected.
This form must be accompanied by appropriate fees.
Nevada secretary of State AM 78.385 Amend 2003
Revised on: 09/29/05