EX-3
from S-4/A
1 page
Amended Articles of Incorporation of Global Digital Information, Inc. Pursuant to U.C.A. Section16-10a-1006, the Following Articles of Amendment Are Executed by the Undersigned, a Utah Corporation: 1. the Name of the Corporation Is Global Digital Information, Inc. 2. the Text of Each Amendment as Adopted Is as Follows: The Name of the Corporation Is Changed To: Masterpiece Technology Group, Inc. 3. This Amendment Does Not Provide for an Exchange or Cancellation of Issued Shares, and Does Not Provide for Reclassification of Existing Shares. 4. the Date of Adoption of the Articles of Amendment Was June 2, 1999. 5. These Articles of Amendment Were Adopted by the Board of Directors, and No Shareholder Action Was Required. 6. the Articles of Amendment Will Be Effective Upon Filing. Dated This Day of June, 1999. Global Digital Information, Inc. Masterpiece Technology Group, Inc. By: Name: Newell Crane Title: President
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EX-3
from S-4/A
1 page
Articles of Amendment to the Articles of Incorporation of United States Mining & Exploration, Inc. Pursuant to the Provisions of Section 16-10a-1006 of the Utah Revised Business Corporation Act, the Undersigned Corporation Hereby Adopts the Following Articles of Amendment to Its Articles of Incorporation. First: The Name of the Corporation Is United States Mining & Exploration, Inc. (The "Corporation"). Second: The Following Amendment to the Articles of Incorporation of the Corporation Was Duly Adopted by the Stockholders of the Corporation at a Meeting Held January 12, 1998, in the Manner Prescribed by the Utah Business Corporation Act, To-Wit: Article 1 the Name of This Corporation Is "Global Digital Information, Inc." Third: This Amendment Does Not Provide for Any Exchange, Reclassification or Cancellation of Issued Shares. Fourth: This Amendment Was Adopted by the Stockholders at a Special Meeting Held January 12, 1998, in Accordance With the Utah Revised Business Corporation Act. Fifth: This Amendment Was Not Adopted by the Incorporators or the Board of Directors Without Stockholder Action. Sixth: (A) the Designation and Number of Outstanding Shares of Each Class Entitles to Vote Thereon as a Class Were as Follows, To-Wit: Class Number of Shares Common 9,612,349 (B) the Number of Shares Voted for the Amendment Was 6,281,310, With 0 Opposing and 48 Abstaining. in Witness Whereof, the Undersigned President, Who Is the Sole Executive Officer of the Corporation, Having Been Thereunto Duly Authorized, Has Executed the Foregoing Articles of Amendment for the Corporation Under the Penalties of Perjury This 22 Day of January, 1998. United States Mining & Exploration, Inc. By: Jeffrey Beneson President
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EX-3.(II)
from 10SB12G/A
1 page
Action by Unanimous Consent of the Board of Directors of United States Mining & Exploration, Inc. the Undersigned, Being All of the Duly Elected and Incumbent Directors of United States Mining & Exploration, Inc., a Utah Corporation (The "Company"), Acting Pursuant to Section 16-10a-821 of the Utah Revised Business Corporation Act, Do Hereby Unanimously Resolve to Amend the Company's Bylaws to Exempt the Company From the Provisions of the Utah Control Shares Acquisitions Act (Section 61-6-2 Et Seq., Utah Code Annotated) (The "Acquisitions Act"), Effective the Latest Date Hereof: /S/ Jeff Jenson Date:/S/ June 3, 1997 Jeffrey D. Jenson, President and Director /S/ Sheryl Ross Date:/S/ June 3, 1997 Sheryl Ross, Vice President and Director /S/ Thomas J. Howells Date:/S/ June 3, 1997 Thomas J. Howells, Secretary and Director
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EX-3.(II)
from 10SB12G
1 page
Action by Unanimous Consent of the Board of Directors of United States Mining & Exploration, Inc. the Undersigned, Being All of the Duly Elected and Incumbent Directors of United States Mining & Exploration, Inc., a Utah Corporation (The "Company"), Acting Pursuant to Section 16-10a-821 of the Utah Revised Business Corporation Act, Do Hereby Unanimously Resolve to Amend the Company's Bylaws to Exempt the Company From the Provisions of the Utah Control Shares Acquisitions Act (Section 61-6-2 Et Seq., Utah Code Annotated) (The "Acquisitions Act"), Effective the Latest Date Hereof: /S/ Jeff Jenson Date:/S/ June 3, 1997 Jeffrey D. Jenson, President and Director /S/ Sheryl Ross Date:/S/ June 3, 1997 Sheryl Ross, Vice President and Director /S/ Thomas J. Howells Date:/S/ June 3, 1997 Thomas J. Howells, Secretary and Director
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