Verus International Inc (VRUS)

[Stockhunter123]

I was WRONG... And man enough to admit it.. the DEF14C DOES NOT HAVE A RS FILED. pulling my sells and willing to see how this pans out. I apologise for the confusion in my part. Here's were the Def14c would be filed and they left it BLANK!


APPENDIX B

 

Certificate of Amendment

of

Amended and Restated Certificate of Incorporation

of

Verus International, Inc.

 

Under Section 242 of the Delaware General Corporation Law

 

Verus International, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”) hereby certifies as follows:

 

FIRST: The Amended and Restated Certificate of Incorporation of the Corporation is hereby amended by adding the following to the end of Article FOURTH:

 

ARTICLE IV

 

“Effective as of [  ] a.m., local time on [  ], 20__ (the “Amendment Effective Time”), every ________ ( ) shares of the Company’s Common Stock (the “Old Common Stock”) then issued and outstanding shall, automatically and without any action on the part of the respective holders thereof, be combined, converted and changed into one (1) share of Common Stock of the Company (the “Reverse Stock Split”). No fractional shares shall be issued upon the Reverse Stock Split. If the Reverse Stock Split would result in the issuance of a fraction of a share of Common Stock, the Corporation shall, in lieu of issuing any such fractional share, pay an amount in cash, without interest, equal to the fair value of such fractional interest.”

 

SECOND: The foregoing amendment has been duly adopted in accordance with the provisions of Section 242 of the General Corporation law of the State of Delaware by the vote of a majority of each class of outstanding stock of the Corporation entitled to vote thereon.

 

IN WITNESS WHEREOF, I have signed this Certificate this __ day of ________, 20__

 

   Anshu Bhatnagar, CEO