Exhibit 3.2

AMENDMENT
TO THE
AMENDED AND RESTATED
MEMORANDUM AND ARTICLES OF ASSOCIATION
OF
ROSS ACQUISITION CORP II
(the “Company”)
RESOLUTIONS OF THE SHAREHOLDERS OF THE COMPANY

RESOLVED, as a special resolution,


1.
That the name of the Company is changed from Ross Acquisition Corp II to BPGC Acquisition Corp.
 

2.