EXHIBIT 3.6
ARTICLES OF AMENDMENT
TO
ARTICLES OF INCORPORATION
OF
EARTHFIRST TECHNOLOGIES, INCORPORATED
Pursuant to Sections 607.1003 and 607.1006 of the Florida Business
Corporation Act,
EarthFirst Technologies, Incorporated, a corporation organized and
existing under the Florida Business Corporation Act (the "Corporation") hereby
certifies that the following amendment was adopted by the Board of Directors of
the Corporation pursuant to authority of the Board of Directors as set forth by
Section 607.0820 of the Florida Business Corporation Act, and accordingly, the
Corporation adopts the following Articles of Amendment to the Corporation's
Articles of Incorporation.
Paragraph one of Article III - Capital Stock, relating solely to common
stock, is deleted and the following paragraph is substituted in its place:
"This corporation is authorized to issue 250,000,000 (two
hundred fifty million) shares of Common Stock having a par value of
$0.0001 (one, ten-thousandth dollar) per share, which shares will be
and hereby are designated as "Common Shares". Without action by the
shareholders, any or all of the authorized shares may be issued by the
Corporation from time to time for such consideration as may be fixed by
the Board of Directors of this Corporation."
All remaining Articles of Incorporation of EarthFirst Technologies,
Incorporated remain unchanged.
This Amendment has been duly adopted by the Board of Directors of the
Corporation at a meeting of Directors held on December 20, 2000 in accordance
with Section 607.0820 of the Florida Business Corporation Act.
The holders of the majority of the outstanding shares of the
Corporation's common stock have approved this Articles of Amendment to Articles
of Incorporation by written consent of the holders of a majority of the
Corporation's outstanding shares pursuant to the provisions of Section 607.0704
of the Florida Business Corporation Act.
Prepared by:
Michael T. Cronin, Esquire
911 Chestnut Street
Clearwater, FL 33756
727-461-1818
FL Bar No. 0469841
The undersigned further certifies that the consent of the holders of
the majority of the shares of the Corporation's common stock was sufficient for
approval of these Articles of Amendment.
EarthFirst Technologies, Incorporated
By: /s/ JOHN D. STANTON
---------------------------------
John D. Stanton
President
Attest: /s/ JOHN D. STANTON
-----------------------------
John D. Stanton
Secretary
STATE OF FLORIDA
COUNTY OF HILLSBOROUGH
Before me, the undersigned authority, personally appeared John D.
Stanton, as President and Secretary of EarthFirst Technologies, Incorporated,
who is to me well known to be the person described in and who subscribed the
above Amendment, and he did so freely and voluntarily acknowledge before me
according to law that he made and subscribed the same for the uses and purposes
therein mentioned and set forth.
Dated this 28 day of FEBRUARY, 2001.
/s/ EDITH M. SHUPTRINE
--------------------------
Notary Public
My Commission Expires: 3-30-01
Prepared by:
Michael T. Cronin, Esquire
911 Chestnut Street
Clearwater, FL 33756
727-461-1818
FL Bar No. 0469841