EX-3.3 2 f8k111517ex3-3_wizepharma.htm CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION DATED NOVEMBER 15, 2017

Exhibit 3.3

 

State of Delaware    
Secretary of State    
Division of Corporations    
Delivered 02:09 PM 11/15/2017 CERTIFICATE OF AMENDMENT  
FILED 02:09 PM 11/15/2017 OF  
SR 20177100985 - File Number 5081043 CERTIFICATE OF INCORPORATION
OF
OPHTHALIX INC.
(A Delaware Corporation)
 

 

OPHTHALIX INC., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, (the “Corporation”), in accordance with the provisions of Section 242 of the General Corporation Law of the State of Delaware, does hereby certify:

 

FIRST: That upon filing of this Certificate of Amendment, Article I of the Certificate of Incorporation is hereby amended and restated in its entirety as follows:

 

“The name of the corporation is Wize Pharma, Inc.”

 

SECOND: That upon filing of this Certificate of Amendment, Section 3.1(i) of Article III of the Certificate of Incorporation of the Corporation is hereby amended and restated in its entirety such that, as amended, said section shall read in its entirety as follows:

 

“(i) The total number of shares of stock which the Corporation shall have authority to issue is 500,000,000 shares of common stock, par value $.001 per share, and 1,000,000 shares of preferred stock, par value $.001 per share.”

 

THIRD: This Certificate of Amendment was duly adopted in accordance with Section 242 of the DGCL. The Board of Directors duly adopted resolutions setting forth and declaring advisable this Certificate of Amendment and directed that the proposed Amendment be considered by the stockholders of the Corporation. A meeting of stockholders was duly called upon notice in accordance with Section 222 of the DGCL and held on October 10, 2017, at which meeting the necessary number of shares were voted in favor of the proposed amendment. The stockholders of the Corporation duly adopted this Certificate of Amendment.

 

FOURTH: The remaining provisions of the Certificate of Incorporation, including without limitation the remaining provisions of Article III, are not affected by the aforementioned amendment and remain in full force and are not affected by this Certificate of Amendment.

 

IN WITNESS WHEREOF, said Corporation has caused this certificate to be signed by its interim Chief Executive Officer this 15th day of November, 2017.

 

  OPHTHALIX INC.
  a Delaware corporation
   
  By: /s/ Pnina Fishman
    Pnina Fishman, Interim CEO