EXHIBIT 3-4
AMENDMENT TO ARTICLES OF INCORPORATION APPROVED JUNE 6, 1998.
ARTICLES OF AMENDMENT
OF THE
ARTICLES OF INCORPORATION
OF
MAGELLAN TECHNOLOGY, INC.
Pursuant to the provisions of the Utah Revised Business Corporation
Act, the undersigned corporation does hereby adopt the following Articles of
Amendment to its Articles of Incorporation:
1. The name of the corporation is Magellan Technology, Inc.
2. The text of each amendment adopted is as follows:
(a) The existing Article IV of the Articles of Incorporation
is hereby deleted and replaced in its entirety as follows:
ARTICLE IV - SHARES
The total number of shares the Company has authority
to issue is fifty million (50,000,000) shares of Common Stock.
All shares of the Company are of the same class, have the same
rights and preferences and have a par value of $0.0002. All
shares issued by the Company shall be fully paid when issued
and not subject to further calls or assessments. The
authorized shares of the Company, including treasury shares,
may be issued at such time, upon such terms and conditions and
for such consideration as the board of directors may
determine. The Company may purchase its own shares to the
extent of unreserved and unrestricted capital surplus
available therefor.
3. The foregoing amendment to the Articles of Incorporation was adopted
by the Board of Directors of the Company on June 6, 1998, and by the
shareholders of the Company on August 25, 1998.
4. The foregoing amendment to the Articles of Incorporation was not
adopted by the Board of Directors without shareholder action.
<PAGE>
5. The foregoing amendment to the Articles of Incorporation was
approved by the shareholders as follows:
a) the designation of the voting group which voted on
the amendment was Common Stock; the number of shares
of Common Stock outstanding and the number of votes
entitled to be cast at the meeting by the Common
Stock voting group was 17,533,537; the number of
votes of the Common Stock voting group indisputably
represented at the meeting was 12,912.441; and
b) the total number of votes cast for the amendment by
the Common Stock voting group was 12,844,607, and no
votes were cast against the amendment by the Common
Stock voting group.
DATED the 6th day of July, 1999.
MAGELLAN TECHNOLOGY, INC.,
a Utah corporation
By: /s/ Douglas M. Angus
--------------------------------------------
Douglas M. Angus, Secretary
