Exhibit 3.27.1
CERTIFICATE OF AMENDMENT
OF
ARTICLES OF INCORPORATION
OF
NATIONAL STEEL AND SHIPBUILDING COMPANY
We, the undersigned President and Secretary of National Steel
and Shipbuilding Company, a corporation organized and existing under and by
virtue of the General Corporation Law of the Sate of Nevada, DO HEREBY CERTIFY:
That the Board of Directors of said corporation by unanimous
written consent adopted a resolution to amend the original Articles as follows:
RESOLVED, that the Articles of Incorporation be amended
by amending the first paragraph of Article FOURTH as follows and
by adding Article FOURTEENTH and FIFTEENTH to the Articles of
Incorporation to read as follows:
"The first paragraph of Article FOURTH of the Articles of
Incorporation of the Corporation is hereby amended to read in its entirety as
follows:
FOURTH: (a) The corporation is authorized to issue two
classes of shares of stock to be designated "Common Stock" and
"Preferred Stock," respectively. The number of authorized shares
of Common Stock is Ten Thousand (10,000) shares, par value $10
per share, and the number of authorized shares of Preferred
Stock is Ten Thousand Shares (10,000) shares, no par value.
(b) The Preferred Stock shares may be issued from time
to time in any number of series as determined by the board. The
board may by resolution ix the designation and number of any
such series. The board may thereafter in the same manner
increase or decrease the number of shares of any series (but not
below the number of shares of that series outstanding).
(c) The board may determine, alter or revoke the
designations, preferences, and relative, participating, optional
or other special rights, qualifications, limitations or
restrictions granted or imposed upon any wholly unissued class
or series of shares of Preferred Stock."
"Articles FOURTEENTH and FIFTEENTH of the Articles are hereby
added to the Articles of Incorporation of the Corporation to read in their
entirety as follows:
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FOURTEENTH: To the full extent permitted by the General
Corporation Law of the State of Nevada or any other applicable
laws presently or hereafter in effect, no director or officer of
the corporation shall be personally liable to the corporation or
its stockholders for or with respect to any acts or omissions in
the performance of his or her duties as a director or officer of
the corporation. Any repeal or modification of this Article
FOURTEENTH shall not adversely affect any right or protection of
a director of the corporation existing immediately prior to such
repeal or modification."
FIFTEENTH: Each person who is or was or had agreed to
become a director or officer of the corporation, or each such
person who is or was serving or who had agreed to serve at the
request of the corporation as an employee or agent of the
corporation or as a director, officer, employee or agent of
another corporation, partnership, joint venture, trust or other
enterprise (including the heirs, executors, administrators or
estate of such person), shall be indemnified by the corporation
to the full extent permitted by the General Corporation Law of
the State of Nevada or any other applicable laws as presently or
hereafter in effect. Without limiting the generality or the
effect of the foregoing, the corporation may enter into one or
more agreements with any person which provide for
indemnification greater or different than that provided in this
Article FIFTEENTH. Any repeal or modification of this Article
FIFTEENTH shall not adversely affect any right or protection
existing hereunder immediately prior to such appeal or
modification."
The number of shares of the corporation outstanding and entitled
to vote on an amendment to the Articles of Incorporation is 1,000; that the said
amendment has been consented to and approved by the vote of the holders of a
majority of the issued and outstanding stock entitled to vote.
IN WITNESS WHEREOF, said corporation has caused this Certificate
to be signed and acknowledged by its President and Assistant Secretary, this
17th day of April, 1989.
/s/ Richard H. Vortmann
_________________________________
Richard H. Vortmann,
President
/s/ Ralph D. Jacobs
_________________________________
Ralph D. Jacobs,
Secretary
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STATE OF CALIFORNIA )
) ss:
COUNTY OF SAN DIEGO )
On April 17, 1989 before me, the undersigned, a Notary Public in and for said
State, personally appeared Richard H. Vortmann and Ralph D. Jacobs, personally
known to me or proved to me on the basis of satisfactory evidence to be the
persons whose names are subscribed to the within instrument and acknowledged
that they executed it.
WITNESS my hand and official seal.
Signature /s/ Kristine S. Karila
_____________________________________
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