CERTIFICATE OF INCORPORATION
HELIX BIOMEDIX, INC.
The name of the Corporation is "Helix BioMedix, Inc."
REGISTERED OFFICE AND REGISTERED AGENT
The registered office of the Corporation in the State of Delaware is located at Corporate Trust Center, 1209
Orange Street in the City of Wilmington, County of New Castle. The name of the registered agent of the
Corporation at such address is The Corporation Trust Company.
The purpose for which the Corporation is organized is to engage in any lawful acts and activities for which
corporations may be organized under the General Corporation Law of the State of Delaware ("DGCL").
Section 4.01. Authorized Capital.
(a) The total number of shares of stock that the Corporation shall have the authority to issue is twenty-seven
million (27,000,000) shares of capital stock, consisting of (i) two million (2,000,000) shares of preferred stock,
par value $0.001 per share (the "Preferred Stock"), and (ii) twenty-five million (25,000,000) shares of common
stock, par value $0.001 per share (the "Common Stock").
(b) Subject to the provisions of this Certificate of Incorporation and the Preferred Stock Designation (as defined
below) creating any series of Preferred Stock, the Corporation may issue shares of its capital stock from time to
time for such consideration (not less than the par value thereof) as may be fixed by the Board of Directors of the
Corporation (the "Board of Directors"), which is expressly authorized to fix the same in its absolute discretion
subject to the foregoing conditions. Shares so issued for which the consideration shall have been paid or
delivered to the Corporation shall be deemed fully paid stock and shall not be liable to any further call or
assessment thereon, and the holders of such shares shall not be liable for any further payments in respect of such
(c) The right to cumulate votes for the election of directors as p