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DO NOT WRITE IN THIS SPACE

Amended
i..,

Statement and Designation

c ie_n_c_eS,

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D

-:·f ~ : 1 e Scc:-c1ory of ! : ; ~ e

of the Stcte cf Califem;o

I ' •,....

by Foreign Corporation

------------------------G_i_l_e_a_d S
__

F! L
1:u~ off:.C~

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1 I 1988
r;

P.P.AAGH fONG EU. Secmt4ry of State

____ _____________________________ ,acorporation
In c_.

organized and existing under the laws of _____
D_e_l_a_w_a_r_e
________________________________
and which is presently qualified for the transaction of intrastate business in the State of California, makes
the following statements and/or designation:
1. That the name of the corporation has been changed to that hereinabove set forth and that the name
-relinquished at the time of such change was _ _ __ _ _ ; O ~ l : . : i : : . ~ g 2 . : o : . J g 2 . : e : . : n : : . _ C = . o = . r = - p - = - o = - r = - = a - = - t = i - = - o = n - - - - - - - - - - - - - - -

2. That the address of its principal executive office has been changed and the new address of its
principal executive 0 ffice is _ _ _. .:3:.. .:6:.. :5o.. . .:F:.. .:o::..s=-t=-e::.. ;r=----=-C.::.i.=.tY"'--:::..B.=.l. .:. v.=.d. .:. ._.. ,~ F - = o - = s - = t . . . . : . e _ r _ C _ i _ t - " y ~ , ' - - C _ __9_4_4_0_4
A
_______

(Insert complete address of principal executive office [Do not use Post Office Box] )

3. That the address of its principal office in the State of California has been changed to
365 Foster City Blvd., Foster City, CA

94404

(Insert complete address of principal office in California [Do not use Post Off"x;e Box

FORM TO BE COMPLETED ON REVERSE SIDE

)

/

4. The address of the agent designated for the service of process in the State of California has been..
Michael L. Riordan

changed to

365 Foster City.Blvd., Foster City, CA
(Do not use Post Office Box)

94404

5. (Use this paragraph if the new process agent designated hereby is a ruztural person.)
Michael L. Riordan

, a natural person residing in

the State of California, whose complete [ X] business

1

residence address i s . - - - - - - - - - - -

365 Foster C i t y Blvd., Foster City, CA
.

- ·-·

...

-

94404

-···· , ...
(Do not use Post OffJCe Box)

is hereby designated as its new agent upon whom process directed to the corporation may be served within
the State of California, in the manner provided by law.
(Note: Either the business address or the residence address must be given. Indicate which by check mark in proper box.)

6. (Use this paragraph if the new process agent designated hereby is a corporation.)
NOTE: Before it may be designated by any foreign corporation as its agent for service of process. a corporate
agent must comply with Section 1505, California Corporations Code. (See instruction 2.)
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - , a corporation
organized and existing under the laws o f - - - - - - - - - - - - - - - - - - - - - - - - - - - is designated as new agent upon whom process directed to the undersigned corporation may be served
within the State of California, in the manner provided by law.
Gilead Sciences, Inc.

(N arne ·of Corporation)

}

/

(Signature of corpora«: officer)

Michael L. Riordan, President

(Typed name and title of officer signing)

INSTRUCTIONS:
1. If this Amended Statement shows a change of corporate name, there must be attached to this Amended
Statement a certificate of an authorized public official of the state or place of incorporation, that such
change of name was made in accordance with the laws of that state or place .
No domestic corporation may be designated as agent for service of process unless it has filed with the
Secretary of State the certificate provided for by Section 1505, Corporations Code, and no foreign
corporation may be designated unless it has qualified for the transaction of intrastate business in
California and has filed with the Secretary of State of the State of California the certificate provided for
by Section 1505, California Corporations Code. A domestic or foreign corporation must be currently
authorized to engage in business in this State and be in good standing status on the records of the
Secretary of State of the State of California. in order to file a certificate pursuant to this section.
NOTE:

A CORPORATION CANNOT ACT FOR· ITSELF AS AGENT FOR SERVICE OF PROCESS.

3. For filing and recording this Amended Statement there is a fee of S 15 .00.

FILED1988
FEB 2tJ

I

CERTIFICATE OF AMENDMENT
OF
RESTATED
CERTIFICATE OF INCORPORATION
OF
OLIGOGEN CORPORATION
Oligogen Corporation, a corporation organized and
existing under and by virtue of the General Corporation Law
of the State of Delaware (the "Company"), originally
incorporated on June 22, 1987, under the name of Oligogen,
Inc.
DOES HEREBY CERTIFY:
FIRST:

That the Board of Directors of the Company, act-

ing by unanimous written consent, adopted resolutions to
amend and restate Article I of the Restated Certificate of
Incorporation pursuant to Section 242 of such law to read in
its entirety as set forth on below:
ARTICLE I
The name of this Corporation is Gilead Sciences, Inc.

SECOND:

That thereafter, pursuant to resolution of its

Board of Directors, the Amendment was submitted to the
stockholders for their approval, which approval was given by
written consent of a majority of the stockholders pursuant
to Section 228 of the General Corporation Law of the State
of Delaware.

SJW561(4)
022088

157
THIRD:

That prompt written notice was duly given

pursuant to Section 228 of the General Corporation Law of
the State of Delaware to those stockholders who did not
approve the Amendment by written consent.
FOURTH:

That said Amendment was duly

adopted in accordance with the provisions of Section 242
of the General Corporation Law of the State of Delaware.

lN WITNESS WHEREOF, Oligogen Corporation has caused
this certificate to be signed by its President and attested
to by its Secretary this 22nd day of February, 1988.
OLIGOGEN CORPORATION

Michael L. Riordan
President

SJW561(4)

022088

2.

State

.

1

l

cgfitornia

.

.

OFFICE OF THE SECRETARY OF STATE - - - - - - - - -

CORPORATION DIVISION

I, MARCH FONG EU, Secretary of State of the
State of California, hereby certify:
That the annexed transcript has been compared with
the corporate record on file in this office, of which it
purports to be a copy, and that same is full, true and
correct.
IN WITNESS WHEREOF, I execute
this certi£cate and affix the Great
Seal of the State of California this

MAR 2 1 1988

Secretary of State

j

State

orifornia.
Ca

OFFICE OF THE SECRETARY OF STATE
SACRAMENTO

CORPORATION
NUMBER

1595386

CERTIFICATE OF QUALIFICATION
I, MARCH FONG EU, Secretary of State of the State of California, hereby certify:

That on the

1st

day of
September
"01igogen Corporation", Now:
GILEAD SCIENCES, INC.

'19

'

a corporation organized and existing under the laws of

_

Delaware

- - - - - - - - - - - - - - - - - - - - - - - - - - , c o m p l i e d with the
requirements of California law in effect on that date for the purpose of qualifying to
transact intrastate business in the State of California and that as of said date said
corporation became and now is fully qualified and authorized. to transact intrastate
business in the State of California, subject, however, to any licensing requirements
otherwise imposed by the laws of this State.

IN WITNESS WHEREOF. I execute
this certificate and affix the Great
Seal of the State of California this
21st Day of March 1988

Secretary of Stale

CE-111

84 32835

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Gilead Sciences Name Filed by Company Founder Michael L Riordan

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Gilead Sciences Name Filed by Company Founder Michael L Riordan