EX-3.4 3 ex3p4.txt Exhibit 3.4 DELAWARE --------------------------- Page 1 The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF "MAIL-WELL I CORPORATION", CHANGING ITS NAME FROM "MAIL-WELL I CORPORATION" TO "CENVEO CORPORATION", FILED IN THIS OFFICE ON THE FOURTEENTH DAY OF MAY, A.D. 2004, AT 5:27 O'CLOCK P.M. A FILED COPY OF THIS CERTIFICATE HAS BEEN FORWARDED TO THE NEW CASTLE COUNTY RECORDER OF DEEDS. 2361607 8100 [SEAL] /s/ Harriet Smith Windsor ----------------------------------------- Harriet Smith Windsor, Secretary of State 040356886 Authentication: 3113582 Date: 05-14-04 State of Delaware Secretary of State Division of Corporations Delivered 05:32 PM 05/14/2004 FILED 05:27 PM 05/14/2004 SRV 040356886 - 2361607 FILE STATE OF DELAWARE CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION Mail-Well I Corporation ---------------------------------------------------------------------------- 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 Mail-Well I Corporation ---------------------------------------------------------------------------- Resolutions were duly adopted setting forth a proposed amendment of the 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 Certification of Incorporation of this corporation be amended by changing the Article thereof numbered "First "so that, ----------------- as amended, said Article shall be and read as follows: The name of the corporation (hereinafter called the "corporation") ---------------------------------------------------------------------------- is: Cenveo Corporation SECOND: That thereafter, pursuant to resolution of its Board of Directors, a special 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 provisions 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 amendment. IN WITNESS WHEREOF, said Mail-Well I Corporation -------------------------------------------- has caused this certificate to be signed by Mark L. Zoeller , an Authorized Officer, this 13th day of ------------------------ ---------- May 2004. -----------------, By: /s/ Mark L. Zoeller ------------------------------------ Authorized Officer Title: Vice Pres., General Csl. & Secretary ------------------------------------ Name: Mark L. Zoeller ------------------------------------ Print or Type