Pericom Semiconductor Corp – IPO: ‘S-1’ on 9/10/97 – EX-3.4

As of:  Wednesday, 9/10/97   ·   Accession #:  1012870-97-1747   ·   File #:  333-35327

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Initial Public Offering (IPO):  Registration Statement (General Form)   —   Form S-1
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-1         Registration Statement (General Form)                 81    461K 
 2: EX-3.1      Restated Articles of Incorporation                    18     60K 
 3: EX-3.3      Registrant's Bylaws                                   39    131K 
 4: EX-3.4      Certificate of Amendment of the Bylaws                 2±     9K 
 5: EX-10.1     Registrant's 1990 Stock Option Plan                   28     95K 
 9: EX-10.10    Second Amended Investors Rights Agreement             22     86K 
10: EX-10.11    Form of Indemnification Agreement                     10     50K 
11: EX-10.12    Pericom Technology Agreement                          28     80K 
12: EX-10.13    Harris Agreement                                      21    126K 
 6: EX-10.2     Registrant's 1995 Stock Option Plan                    9     41K 
 7: EX-10.3     Registrant's 1997 Employee Stock Purchase Plan        15     62K 
 8: EX-10.4     Lease Dated November 29, 1993                         67±   254K 
13: EX-11.1     Computation of Net Income Per Share                    1      8K 
14: EX-27.1     Financial Data Schedule                                2     10K 

EX-3.4   —   Certificate of Amendment of the Bylaws

EX-3.4
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                                                                     EXHIBIT 3.4

CERTIFICATE OF AMENDMENT
OF
THE BYLAWS
OF
PERICOM SEMICONDUCTOR CORPORATION 
a California corporation

The undersigned, John Chi-Hung Hui hereby certifies that:             

   1.   He is the duly elected and acting Secretary of Pericom Semiconductor
Corporation, a California corporation (the "Corporation").                      

2.   Effective September 10, 1997, Section 1.1 of the Bylaws of the   
Corporation was amended to read in its entirety as follows:                     

"Section 1.1 Principal Office.                    
------------------------------                    

        The principal executive office of the corporation shall be
              located at such place as the Board of Directors may from time to
          time authorize. If the principal executive office is located
              outside this state, and the corporation has one or more business
         offices in this state, the Board of Directors shall fix and
    designate a principal executive office in the State of
California."                                      

  3.   Effective September 10, 1997, the first paragraph of Section 4.1 of
the Bylaws of the Corporation was amended to read in its entirety as follows:   

              "The officers of the corporation shall consist of the President,
             the Secretary and the Chief Financial Officer, and each of them
               shall be appointed by the Board of Directors. The corporation may
               also have a Chairman of the Board, one or more Vice-Presidents, a
         Controller, one or more Assistant Secretaries and Assistant
            Treasurers, and such other officers as may be appointed by the
         Board of Directors, or with authorization from the Board of
           Directors by the President. The order of the seniority of the
               Vice Presidents shall be in the order of their nomination, unless
             otherwise determined by the Board of Directors. Any two or more
          of such offices may be held by the same person. The Board of
              Directors may appoint, and may empower the President to appoint,
        such other officers as the business of the corporation may
              require, each of whom shall have such authority and perform such
       duties as are provided in these Bylaws or as the Board of
Directors may from time to time determine."       

IN WITNESS  WHEREOF, the undersigned has set his hand hereto this 1997. 10th    
day of September, 1997                                                          

                                                       _________________________
                                               John Chi-Rung Rui
                                       Secretary

Dates Referenced Herein

This ‘S-1’ Filing		Date		Other Filings
Filed on:		9/10/97		None on these Dates
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