ARTICLES OF AMENDMENT
OF
FORWARD ELECTRONICS CORPORATION
Pursuant to a resolution of the shareholders, and in accordance with
16-10-57 of the Utah Business Corporation Act, the undersigned corporation
hereby adopts the following Articles of Amendment.
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Article I
Name of the Corporation
The name of the corporation is Forward Electronics Corporation.
Article II
Adopted Amendments
The following sections of the Articles of Incorporation are hereby amended
to read as follows:
1. Article I: Corporate Name:
Article I: Corporate Name
The name of the corporation is United States Mining & Exploration, Inc.
2. Article III: Purposes, Section A:
A. To engage in all aspects of designing, manufacturing, marketing, and in
all other manners dealing in and with gold placer mining equipment and related
items of all kinds and natures, and to acquire, develop, hold, manage and
dispose of and to deal in and with all types of personal and real property
necessary or incidental to or desirable for such purposes; to engage in the
mining of gold and other precious metals and/or gemstones; and to engage in all
other lawful businesses and purposes; and
3. Article VII: Initial Office and Agent:
Article VII: Registered Agent and Office Location
A. The name and address of the Registered Agent of the Corporation
is:
Michael S. Eldredge
2880 Cochise Court
Park City, Utah 84068
/S/ MICHAEL S. ELDREDGE
Michael S. Eldredge
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B. The principal office of the corporation is located at 2200 West 2300
South, Salt Lake City, Utah 84119
4. Article VII: Directors. The first sentence is amended to read as follows:
There shall be not less than three, nor more than nine directors on the
Board of Directors as may be determined by a resolution of shareholders at any
meeting called for the election of directors; such directors shall serve until
their successors qualify.
Article III
Date of Adoption
These Articles of Amendment were adopted at a meeting of Shareholders held
on July 5, 1988 in Salt Lake City, Utah.
Article IV
Shares Outstanding
As of July 5, 1988 the number of shares outstanding and entitled to vote on
these Articles of Amendment was 705,442. The Articles of Incorporation provide
that the Articles of Incorporation may be amended by a majority of shareholders
entitled to vote on each such amendment, and that at least 1/3 of all shares
outstanding and entitled to vote (235,148) must be present, in person or by
proxy, to constitute a quorum sufficient to adopt any such Amendment.
Article V
Shares Voted
There were 503,000 shares present, in person or by proxy, at the meeting
held on July 5, 1988. on each of the amendments set forth above, 503,000 votes
were cast in favor of the amendment, and no votes were cast against the
amendment.
Article VI
Exchange, Reclassification or Cancellation of Stock
The amendments adopted herein do not provide for any exchange,
reclassification or cancellation of any shares of the capital stock of the
corporation.
Article VII
Stated Capital
The amendments adopted herein do not alter the stated capital of the
corporation.
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IN WITNESS WHEREOF, these Articles of Amendment are adopted this 5th day of
July, 1988.
/S/ Wm. EDWARD SKOKOS
Wm. Edward Skokos, President
Attest:
/S/ MICHAEL S. ELDREDGE
Michael S. Eldredge, Secretary
STATE OF UTAH )
: ss.
COUNTY OF SALT LAKE )
I, the undersigned, a Notary Public duly commissioned to take
acknowledgements and administer oaths in the State of Utah, do hereby certify
that on this day, personally appeared before me Wm. Edward Skokos and Michael S.
Eldredge, who by me first duly sworn, declare that they are the officers
authorized to execute the foregoing Articles of Amendment, and that they signed
the articles as such and that the statements contained therein are true. WITNESS
MY HAND AND NOTARIAL SEAL this /S/ 7th day of /S/ July, 1988.
/S/ L. KAY THORSEN
NOTARY PUBLIC
Residing at:
My Commission Expires:
/S/ MAY 20, 1989