Exhibit 3.1
CERTIFICATE OF AMENDMENT
OF THE
CERTIFICATE OF INCORPORATION
OF
DEL GLOBAL TECHNOLOGIES CORP.
UNDER SECTION 805 OF THE
BUSINESS CORPORATION LAW
DEL GLOBAL TECHNOLOGIES CORP. (the "Corporation"), a corporation organized
and existing under and by virtue of the Business Corporation Law of the State of
New York, does hereby certify as follows:
1. The name of the corporation is Del Global Technologies Corp. The
name under which the corporation was formed is Del Electronics Corp.
2. The certificate of incorporation of the Corporation was filed by the
Department of State on October 26, 1954.
3. The amendment of the certificate of incorporation effected by this
certificate of amendment is as follows:
To increase the number of authorized shares of common stock, $.10
par value, from twenty million (20,000,000) shares to fifty million
(50,000,000) shares, $.10 par value.
4. To accomplish the foregoing amendment, paragraph "Third" of the
certificate of incorporation of the Corporation is hereby amended to read as
follows:
"THIRD: the aggregate number of shares which the Corporation shall
have authority to issue is Fifty Million (50,000,000) shares of
common stock, $.10 par value."
5. The amendment of the certificate of incorporation of the Corporation
effected by this certificate, in accordance with the provisions of Sections 801,
803 and 805 of the Business Corporation Law of the State of New York, was duly
authorized by vote of the Board of Directors of the Corporation at a meeting
held on September 25, 2006, followed by vote of a majority of all outstanding
shares entitled to vote thereon which were cast at a special meeting of
shareholders held on November 17, 2006.
[SIGNATURE PAGE FOLLOWS]
IN WITNESS WHEREOF, we have hereunto signed this certificate this 17th day
of November, 2006, and affirmed that the statements made herein are true under
penalties of perjury.
DEL GLOBAL TECHNOLOGIES CORP.
By: /s/ James A. Risher
-------------------------------
James A. Risher
President and Chief Executive
Officer
By: /s/ Mark A. Zorko
-------------------------------
Mark A. Zorko
Secretary
SIGNATURE PAGE TO THE CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION
