================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): JUNE 28, 2004 NGAS RESOURCES, INC. (FORMERLY, DAUGHERTY RESOURCES, INC.) (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) PROVINCE OF BRITISH COLUMBIA 0-12185 NOT APPLICABLE (STATE OR OTHER JURISDICTION OF (COMMISSION (I.R.S. EMPLOYER INCORPORATION OR ORGANIZATION) FILE NUMBER) IDENTIFICATION NO.) 120 PROSPEROUS PLACE, SUITE 201 LEXINGTON, KENTUCKY 40509-1844 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (859) 263-3948 ================================================================================ ITEM 5. OTHER EVENTS On June 25, 2004, following approval at its annual meeting of shareholders, Daugherty Resources, Inc. implemented a change in corporate name to NGAS Resources, Inc., as described in a press release included as an exhibit to this report and incorporated herein by reference. The name change was implemented in connection with a corporate transition under the new business corporation law in British Columbia, Canada, our jurisdiction of incorporation. As part of the corporate transition, our shareholders also approved changes to our governing articles to increase the quorum requirement for shareholder meetings from 10% to one-third of the outstanding shares, to decrease the voting threshold on most shareholder matters from three-fourths of the shares voting to two -thirds and to authorize our board of directors to create one or more series of preferred shares with special rights or restrictions. A copy of the new articles is attached as an exhibit to this report. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits. EXHIBIT NUMBER EXHIBIT - ------ ------- 3.1 Notice of Articles, certified on June 3, 2004 by the Registrar of Corporations under the British Columbia Business Corporations Act. 3.2 Alteration to Notice of Articles as filed on June 25, 2004 with the Registrar of Corporations under the British Columbia Business Corporations Act. 3.3 Articles dated June 25, 2004, as amended and restated under the British Columbia Business Corporations Act. 20.1 Press Release dated June 28, 2004. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. NGAS RESOURCES, INC. (formerly, Daugherty Resources, Inc.) Date: June 28, 2004 By: /s/ William S. Daugherty --------------------------------- William S. Daugherty Chief Executive Officer (Duly Authorized Officer) (Principal Executive Officer)