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Exhibit 3.7
ARTICLES OF AMENDMENT TO ARTICLES OF INCORPORATION OF GR-MONTANA
SECRETARY OF STATE
STATE OF MONTANA
CERTIFICATE OF AMENDMENT
TO THE CERTIFICATE OF INCORPORATION
I, VERNER L. BERTELSEN, Secretary of State of the State of Montana,
do hereby certify that the Articles of Amendment to the Articles of
Incorporation of GOLD RESERVE CORPORATION, a Montana profit corporation, duly
executed pursuant to the provisions of Section 35-1-210, Montana Code Annotated,
have been received in my office and conform to law.
NOW, THEREFORE, I, VERNER L. BERTELSEN, as such Secretary of State,
by virtue of the authority vested in me by law, hereby issue this Certificate of
Amendment to the Certificate of Incorporation of GOLD RESERVE CORPORATION, a
Montana profit corporation, and attach hereto a copy of the Articles of
Amendment to the Articles of Incorporation.
IN WITNESS WHEREOF, I have hereunto
set my hand and affixed the Great
Seal of the State of Montana, at
Helena, the Capital, this October
14, A.D. 1988.
VERNER L. BERTELSEN
SECRETARY OF STATE
(GREAT SEAL)
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ARTICLES OF AMENDMENT
TO
ARTICLES OF INCORPORATION
OF
GOLD RESERVE CORPORATION
Pursuant to the provisions of Section 55 of the Montana Business
Corporation Act, the undersigned corporation adopts the following Articles of
Amendment to its Articles of Incorporation:
FIRST: The name of the corporation is "GOLD RESERVE CORPORATION".
SECOND: The following amendments to the Articles of Incorporation
were adopted by the shareholders of the corporation on April 10, 1986, in the
manner prescribed by the Montana Business Corporation Act.
ARTICLE IV of the Articles of Incorporation has been amended to
read:
"The duration of the existence of Gold Reserve Corporation shall be
perpetual".
The number of shares of the corporation outstanding at the time of
such adoption was 4,678,980 and the number of shares entitled to vote thereon
was 4,678,980. The number of shares voted for such amendment was 3,828,996;
against 53,338 and abstained 38,068. Motion Passed.
ARTICLE VI of the Articles of Incorporation has been amended to
read:
"The stock of the corporation shall be reverse split at the ratio of
5 to 1 which shall reduce the authorized stock from 30,000,000 to
6,000,000 with no par value per share (As amended July 16, 1973)
(That portion as to no par value was amended May 31, 1973).
The capital stock of the Corporation shall be $3,000,000, divided
into 20,000,000 shares of no par value per share. The capital stock
of this Corporation, after the amount of the subscription price or
par value has been paid in, shall not be subject to assessment to
pay the debts of this Corporation and shall have no pre-emptive
rights in or right to subscribe for any additional stock which may
at any time be issued by the Corporation".
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The number of shares of the corporation outstanding at the time of
such adoption was 4,678,980 and the number of shares entitled to vote thereon
was 4,678,980. The number of shares voted for such amendment was 3,519,517;
against 293,291; abstained 87,614. Motion Passed.
DATED this 30th day of September, 1988.
GOLD RESERVE CORPORATION
BY: /s/ Rockne J. Timm
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Its President
BY: /s/ William B. Bantz
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Its Assistant Secretary
STATE OF WASHINGTON )
) ss.
County of Spokane )
I, Geneva Rhoads, a Notary Public, do hereby certify that on this
30th day of September , 1988, personally appeared before me Rockne J. Timm and
William B. Bantz, to me known to be the President and Assistant Secretary of
Gold Reserve Corporation and that they signed the foregoing document as
President and Assistant Secretary, respectively, of the Corporation, and that
the statements therein contained are true.
/s/ Geneva Rhoads
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Notary Public in and for the State of Washington,
Residing at Spokane
My Commission Expires 8/6/92
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[SEAL]
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