CERTIFICATE OF AMENDMENT
CERTIFICATE OF INCORPORATION
CORAUTUS GENETICS INC.
Corautus Genetics Inc., a corporation organized under and existing under the laws of the State of Delaware (the
“Corporation”), certifies that:
FIRST: The name of the Corporation is Corautus Genetics Inc. The Corporation was originally incorporated under the name
“Urogen Corp.” The Corporation’s original Certificate of Incorporation was filed with the Secretary of State of the State of
Delaware on June 30, 1995. A Restated Certificate of Incorporation was filed with the Secretary of State of the State of
Delaware on December 21, 1995. Certificates of Amendment to the Restated Certificate of Incorporation were filed with the
Secretary of State of the State of Delaware on March 22, 2000, October 1, 2001, February 5, 2003 and March 10, 2003.
SECOND: The Board of Directors of the Corporation, acting in accordance with the provisions of Sections 141 and 242 of
the General Corporation Law of the State of Delaware (the “General Corporation Law”) adopted resolutions to amend Article IV
of the Restated Certificate of Incorporation of the Corporation by amending and restating the first paragraph within such Article
to read in its entirety as follows:
“The total number of shares of stock which the Corporation shall have authority to issue is 205,000,000 shares, consisting
of 200,000,000 shares of Common Stock having a par value of $0.001 per share (“Common Stock”) and 5,000,000 shares of
Preferred Stock having a par value of $0.001 per share (“Preferred Stock”).”
THIRD: This Certificate of Amendment to the Restated Certificate of Incorporation was submitted to the stockholders of
the Corporation and was duly approved by the required vote of stockholders of the Corporation in accordance with Section 242
of the Delaware General Corporation Law.
IN WITNESS WHEREOF, said Certificate of Amendment of the Restated Certificate of Incorporation has been duly
executed by its authorized o