Amendment to Certificate of Incorporation of Amalgamated Acquisition Corp. Changing Name to China Culture Resort Holdings, Inc.
This document is an official amendment to the Certificate of Incorporation for Amalgamated Acquisition Corp., a Delaware corporation. The amendment changes the company's name to China Culture Resort Holdings, Inc. The change was approved by the board of directors and the required shareholders at a special meeting, following Delaware law. The amendment does not affect the company's capital structure. The certificate is signed by the company's President and CEO, Wang Xiao Peng, and dated August 21, 2008.
STATE OF DELAWARE
CERTIFICATION OF AMENDMENT
OF CERTIFICATE OF INCORPORATION
OF
AMALGAMATED ACQUISITION CORP.
A corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware.
DOES HEREBY CERTIFY:
FIRST: That at a meeting of the Board of Directors of Amalgamated Acquisition Corp. resolutions were duly adopted setting forth a proposed amendment of the Certificate of Incorporation of said corporation, declaring said amendment to be advisable and calling a meeting of the stockholders of said corporation for consideration thereof. The resolution setting forth the proposed amendment is as follows:
RESOLVED, that the Certificate of Incorporation of this corporation be amended by changing the Article thereof numbered "First" so that, as amended, said Article shall be and read as follows:
The name of the corporation is hereby amended to China Culture Resort Holdings, Inc.
SECOND: That thereafter, pursuant to resolution of its Board of Directors, a special meeting of the stockholders of said corporation was duly called and held upon notice in accordance with Section 222 of the General Corporation Law of the State of Delaware at which meeting the necessary number of shares as required by statute were voted in favor of the amendment.
THIRD: That said amendment was duly adopted in accordance with the provisions of Section 242 of the General Corporation Law of the State of Delaware.
FOURTH: That the capital of said corporation shall not be reduced under or by reason of said amendment
IN WITNESS WHEREOF, said Amalgamated Acquisition Corp. has caused this certificate to be signed by Wang Xiao Peng, an Authorized Officer, this 21st day of August, 2008.
/s/ Wang Xiao Peng
By: _________________________________
Authorized Officer
Title: President and Chief Executive Officer
Name: Wang Xiao Peng
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