STATE OF DELAWARE
CERTIFICATE OF AMENDMENT
OF CERTIFICATE OF INCORPORATION
URECOATS INDUSTRIES INC., a corporation organized and existing under and by virtue of the General
Corporation Law of the State of Delaware.
DOES HEREBY CERTIFY:
FIRST: That at a meeting of the Board of Directors of Urecoats Industries Inc. a resolution was duly adopted
setting a forth proposed amendment of the Restated Certificate of Incorporation of said corporation, declaring
said amendment to be advisable and calling a meeting of the stockholders of said corporation for consideration
thereof. The resolution setting forth the proposed amendment is as follows:
RESOLVED, that the Restated Certificate of Incorporation of this corporation be amended by changing the
Article and Section thereof numbered "FOURTH", Section "A", so that, as amended, said Article's Section shall
be and read as follows:
"FOURTH: Capital Stock. A. The total number of shares of stock which the Corporation shall have the authority
to issue is One Hundred and Forty Two Million (142,000,000) shares of which One Hundred and Forty Million
(140,000,000) shall be Common Stock of the par value of One Cent ($.01) per share (hereinafter called the
"Common Stock") and of which Two Million (2,000,000) shares shall be Preferred Stock of the par value of
One Dollar ($1.00) per share (hereinafter called the "Preferred Stock")."
SECOND: That thereafter, pursuant to resolution of its Board of Directors, an annual meeting of the stockholders
of said corporation was duly called and held upon notice in accordance with Section 222 of the General
Corporation Law of the State of Delaware at which meeting the necessary number of shares as required by
statute were voted in favor of the amendment.
THIRD: That said amendment was duly adopted in accordance with the provision of
Section 242 of the General Corporation Law of the State of Delaware.
FOURTH: That the capital of said corporation shall not be reduced under or by reason of said amendmen