Exhibit 3.1
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| | ROSS MILLER
Secretary of State
204 North Carson Street, Suite 1
Carson City, Nevada 89701-4520
(775) 684-5708
Website: www.nvsos.gov |
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| | Filed in the office of  Ross Miller Secretary of State State of Nevada | | | Document Number
20100703828-31 | |
| | | | Filing Date and Time09/20/2010 8:30 AM | |
| | | | Entity Number
C8467-1997 | |
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Certificate of Amendment
(PURSUANT TO NRS 78.385 AND 78.390)
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| USE BLACK INK ONLY — DO NOT HIGHLIGHT | | ABOVE SPACE IS FOR OFFICE USE ONLY |
Certificate of Amendment to Articles of Incorporation
For Nevada Profit Corporations
(Pursuant to NRS 78.385 and 78.390 — After Issuance of Stock)
1. Name of corporation:
Gasco Energy, Inc.
2. The articles have been amended as follows: (provide article numbers, if available)
The first paragraph of Article III — AUTHORIZED CAPITAL STOCK is amended to state as follows:
“The amount of total authorized capital stock which the Corporation shall have authority to issue is 600,000,000 shares of common stock, $0.0001 par value, and 5,000,000 shares of preferred stock, each with $0.001 par value. To the fullest extent permitted by the laws of the State of Nevada (currently set forth in NRS 78.195), as the same now exists or may hereafter be amended or supplemented, the Board of Directors may fix and determine the designations, rights, preferences or other variations of each class or series within each class of capital stock of the Corporation.”
[The remaining paragraphs of Articles III are unchanged.]
3. The vote by which the stockholders holding shares in the corporation entitling them to exercise a least a majority of the voting power, or such greater proportion of the voting power as may be required in the case of a vote by classes or series, or as may be required by the provisions of the articles of incorporation* have voted in favor of the amendment is: 71,391,568 shares (66.25%)
4. Effective date of filing: (optional)
(must not be later than 90 days after the certificate is filed)
5. Signature: (required)
X /s/ Peggy Herald
Signature of Officer
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| * | | If any proposed amendment would alter or change any preference or any relative or other right given to any class or series of outstanding shares, then the amendment must be approved by the vote, in addition to the affirmative vote otherwise required, of the holders of shares representing a majority of the voting power of each class or series effected by the amendment regardless to limitations or restrictions on the voting power thereof. |
IMPORTANT:Failure to include any of the above information and submit with the proper fees may cause this filing to be rejected.
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| This form must be accompanied by appropriate fees. | | Nevada Secretary of State Amend Profit-After |
| | | Revised: 3-6-09 |
