Exhibit 3.1
ARTICLES OF AMENDMENT TO
BYLAWS OF
CHARLES & COLVARD, LTD.
Pursuant to Section 55-10-20 of the North Carolina Business Corporation Act, the undersigned corporation hereby submits these Articles of Amendment for the purposes of amending its Bylaws (as amended and restated effective May 19, 2011, and as further amended effective January 20, 2025):
| 1. | The name of the corporation is Charles & Colvard, Ltd. |
| 2. | The Bylaws are hereby amended as follows: |
That Article 3, Section 2 of the Bylaws, as amended and restated to date, be and hereby is further amended by deleting the first sentence and inserting in its place the following:
“The number of directors constituting the board of directors shall be not less than three nor more than nine.”
| 3. | The amendment was approved by the Board of Directors of Charles & Colvard, Ltd. as required by Chapter 55 of the North Carolina General Statutes. |
| 4. | These Articles of Amendment will become effective March 27, 2026. |
IN WITNESS WHEREOF, I have hereunto set my hand this March 27, 2026.
| CHARLES & COLVARD, LTD. | ||
| By: | /s/ Michael Levin | |
| Name: | Michael Levin | |
| Title: | Executive Chair of the Board of Directors | |