SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549_________________ FORM 8-KCURRENT REPORTPursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934Date of Report (Date of earliest event reported): October 1, 2004AMERICAN UNITED GOLD CORPORATION
(Exact name of Registrant as Specified in its Charter) |
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NEVADA | 000-49951 | 91-2084507 |
(State or other jurisdiction of | (Commission File Number) | (I.R.S. Employer |
incorporation or organization) | | Identification Number) |
1302 Arbutus Street, Vancouver, B.C. Canada V6J 3W8(Address of Principal Administrative Offices)Registrant's Telephone Number, Including Area Code:(604) 807-3919 MPAC RESOURCES CORPORATION (Former name or former address, if changed since last report.) |
Item 5.03 Amendments to Articles of Incorporation or Bylaws
On August 19, 2004, the Registrant filed a Certificate of Amendment to its Articles of Incorporation with the State of Nevada changing the name of the Registrant to "United American Gold Corporation".
On September 28, 2004, the Registrant filed a Certificate of Amendment to its Articles of Incorporation with the State of Nevada reflecting a reverse stock split on a two for one basis. As a result of the reverse split, every two shares of common stock will be consolidated into one share of common stock. The number of shares of common stock outstanding will be reduced from 21,319,518 to 10,659,759 immediately following the reverse stock split. The reverse stock split affects all of the Registrant's common stock, as well as securities exchangeable or exerciseable to acquire such common stock. The company will round up any fractional shares resulting from the combination.
Effective October 4 , 2004, and as a result of the name change and reverse split, the Registrant's common shares will trade under the trading symbol "AMUG".
The Board of Directors of the Registrant adopted an Amended and Restated Bylaws effective August 30, 2004. The new Bylaws are now more comprehensive and are intended to better reflect the appropriate flexibility and controls required by the Registrant as a public company. The new Bylaws provide for several changes including the following: Actions of the Board of Directors taken without a meeting can now only be passed by unanimous consent of all directors instead of by a majority. Meetings of stockholders are now to be held within 180 days after the fiscal year end, and require a quorum of one-third of the voting shares instead of one-half. Action taken by stockholders without a meeting require the same majority approval as if taken at a meeting, instead of the impractical unanimous shareholder approval required under the former Bylaws. The provision relating to the indemnification of officers and directors was expanded to reflect the provisions of Nevada corporate laws, as well as bring t he provisions in line with industry standards for reporting companies.
Item 9.01 Exhibits
Exhibit No. | Description of Exhibit | Manner of Filing |
3(i) | Certificate of Amendment to Articles of Incorporation re Name Change | 
Filed herewith |
3(ii) | Certificate of Amendment to Articles of Incorporation re Reverse Split | 
Filed herewith |
3(iii) | Amended and Restated By-Laws | Filed herewith |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.
AMERICAN UNITED GOLD CORPORATION |
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By: | | /s/ David Uppal |
| | Name: | | David Uppal |
| | Title: | | President |
Dated: | | October 4, 2004 |
