AMENDED AND RESTATED
CERTIFICATE OF INCORPORATION
eVENTURES GROUP, INC.
This Amended and Restated Certificate of Incorporation amends and restates the Certificate of
Incorporation of eVentures Group, Inc., a corporation originally incorporated under the name of Adina, Inc., on
November 19, 1987. This Amended and Restated Certificate of Incorporation has been duly adopted pursuant
to Sections 242 and 245 of the Delaware General Corporation Law.
FIRST: The current name of this corporation is eVentures Group, Inc. (the “Corporation”).
SECOND: The address of the Corporation’s registered office in the State of Delaware is 15 East North
Street, in the City of Dover, County of Kent. The name of the registered agent in the State of Delaware at such
address is United Corporate Services, Inc.
THIRD: The purpose of the corporation is to engage, directly, or indirectly, in any lawful act or activity for
which corporations may be organized under the General Corporation Law of the State of Delaware as from time
to time in effect.
FOURTH: The aggregate number of shares which the Corporation shall have the authority to issue is
80,000,000 shares, consisting of (i) 75,000,000 shares of Common Stock, par value $0.00002 per share (the
“Common Stock”), and (ii) 5,000,000 shares of Preferred Stock, par value $0.00002 per share (the “Preferred
The following is a statement of the designations, preferences, limitations, and relative rights, including voting
rights, in respect of the classes of stock of the Corporation and of the authority with respect thereto expressly
vested in the Board of Directors of the Corporation:
A. Each share of Common Stock of the Corporation shall have identical rights and privileges in every
respect. The holders of shares of Common Stock shall be entitled to vote upon all matters submitted to a vote of
the stockholders of the Corporation and shall be entitled to