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Exhibit 3.1
CERTIFICATE OF AMENDMENT
TO
CERTIFICATE OF INCORPORATION
OF
ISSUER DIRECT CORPORATION
Issuer
Direct Corporation, a corporation organized and existing under and
by virtue of the General Corporation Law of the State of Delaware
(the "Corporation"), does hereby certify as follows:
1.
That, by unanimous
written consent of the Board of Directors of the Corporation on
February 9, 2017, resolutions were adopted setting forth a proposed
amendment to the Certificate of Incorporation of the Corporation,
declaring such amendment to be advisable and to be submitted to a
vote of the stockholders.
2.
That, by written
consent of a majority of all outstanding shares of stock entitled
to vote on the matter dated February 10, 2017, resolutions were
adopted approving such amendment to the Certificate of
Incorporation.
3.
That the text of
the amendment is as follows:
Article
FOURTH, subsection (a), of the Certificate of Incorporation of the
Corporation is hereby amended to read in its entirety as
follows:
“FOURTH: (a) The
total number of shares of all classes of stock which the
Corporation is authorized to issue is Twenty-One Million
(21,000,000) shares, consisting of One Million (1,000,000) shares
of $0.001 par value per share preferred stock (the "Preferred
Stock") and Twenty Million (20,000,000) shares of $0.001 par value
per share of common stock (the "Common Stock")."
IN WITNESS WHEREOF,
the Corporation has caused this Certificate of Amendment to be
signed by the Chief Executive Officer and the Secretary this 20th
day of March, 2017.
ISSUER DIRECT CORPORATION
By: /s/ Brian R.
Balbirnie
Brian R.
Balbirnie
Chief Executive
Officer
ATTEST
By:
/s/ Jeffrey M.
Quick
Jeffrey M.
Quick
Secretary
State
of Delaware
Secretary
of State
Division of
Corporations
Delivered 08:48
AM 03/21/2017
FILED
08:48 AM 03/21/2017
SR
20171883905 · File Number 2175068