EXHIBIT 3.9
OFFICE OF THE MISSISSIPPI SECRETARY OF STATE
P.O. BOX 136, JACKSON, MS 39205-0136 (601) 359-1333
CERTIFICATE OF AMENDMENT
The undersigned corporation, pursuant to Senate Bill No. 2395, Chapter 2395,
Chapter 402, Laws of 1994, hereby executes the following Certificate of
Amendment and sets forth:
1. NAME OF THE LIMITED LIABILITY COMPANY
Barden Mississippi Gaming LLC
2. THE FUTURE EFFECTIVE DATE IS (COMPLETE IF APPLICABLE)
3. THE AMENDMENT TO THE CERTIFICATE IS AS FOLLOWS
See Exhibit "A" attached hereto and incorporated herein by reference.
By: Signature (Please keep writing within blocks)
Printed Name See attachment "B" Title
Street and Mailing Address
Physical Address 633 North State Street (39202)
P.O. Box 427
City, State, ZIP5, ZIP4 Jackson MS 39205-0427
[Filed September 25, 2001]
OFFICE OF THE MISSISSIPPI SECRETARY OF STATE
P.O. BOX 136, JACKSON, MS 39205-0136 (601) 359-1333
CERTIFICATE OF AMENDMENT
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By: Signature (Please keep writing within blocks)
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Printed Name See attachment "B" Title ----------------------
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Street and Mailing Address
Physical Address ---------------------------------------------------------------
P.O. Box -----------------------------------------------------------------------
City, State, ZIP5, ZIP4 --------------------- --------- ------------------------
ATTACHMENT "A"
TO
CERTIFICATE OF AMENDMENT
OF
BARDEN MISSISSIPPI GAMING, LLC
7. Restrictions.
7.1 Transfer of Interest in the Limited Liability Company.
Notwithstanding anything to the contrary expressed or implied in the Certificate
of Formation of Barden Mississippi Gaming, LLC, after such time as the Company
is licensed by the Mississippi Gaming Commission, the sale, assignment,
transfer, pledge or other disposition of any interest in the Limited Liability
Company is ineffective unless approved in advance by the Mississippi Gaming
Commission (the "Commission"). If at any time the Commission finds that a member
which owns any such interest is unsuitable to hold that interest, the Commission
shall immediately notify the Limited Liability Company of that fact. The Limited
Liability Company shall, within ten days from the date that it receives the
notice from the Commission, return to the unsuitable member the amount of his
capital account as reflected on the books of the Company. Beginning on the date
when the Commission serves notice of a determination of unsuitability, pursuant
to the preceding sentence, upon the Limited Liability Company, it is unlawful
for the unsuitable member: (a) to receive any share of the distribution of
profits or cash or any other property of, or payments upon dissolution of, the
Limited Liability Company, other than a return of capital as required above; (b)
to exercise directly or through a trustee or nominee, any voting right conferred
by such interest; (c) to participate in the management of the business and
affairs of the Limited Liability Company; or (d) to receive any remuneration in
any form from the Limited Liability Company, for services rendered or otherwise.
7.2 Determination of Unsuitability. Any member that is found unsuitable
by the Commission shall return all evidence of any ownership in the Limited
Liability Company to the Limited Liability Company, at which time the Limited
Liability Company shall, within ten days, after the Limited Liability Company
receives notice from the Commission, return to the member in cash, the amount of
his capital account as reflected on the books of the Limited Liability Company,
and the unsuitable member shall no longer have any direct or indirect interest
in the Limited Liability Company.
ATTACHMENT "B"
TO
CERTIFICATE OF AMENDMENT
OF
BARDEN MISSISSIPPI GAMING, INC.
Signature: BARDEN MISSISSIPPI GAMING, LLC
By: Majestic Investor, LLC, its sole member
By: The Majestic Star Casino, LLC, its sole member
By: Barden Development, Inc., its sole member
By: /s/ Don H. Barden
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Don H. Barden, President