ARTICLES OF MERGER
                                       OF
                      EGAN SYSTEMS, INC. (Delaware Parent)
                                      INTO
                 GOLDTECH MINING CORPORATION (Nevada Subsidiary)

     The  undersigned  corporations,  pursuant to the  provisions  of the Nevada
Statutes hereby execute the following Articles of Merger:

     FIRST:   The  name  of  the  surviving   corporation  is  GOLDTECH   MINING
CORPORATION.  (the "Nevada Company"),  and the place of its incorporation is the
State of Nevada.  The name and place of incorporation  of the corporation  being
merged into the  surviving  corporation  is EGAN SYSTEMS,  INC.  (the  "Delaware
Company"),  incorporated in the State of Delaware, the laws of which permit this
merger.  The  principal  place of business of the Nevada  Company is 4904 Waters
Edge  Drive,  Suite 160,  Raleigh,  NC 27606 and the  registered  office is 1161
Ambassador  Drive,  Reno, NV 89523 and the Delaware  company is 4904 Waters Edge
Edge Drive,  Suite 180,  Raleigh,  NC 27686 and the registered  office is United
Corporate Services, 15 East North St., Dover, DE 19901.

     SECOND:  A plan of merger  was  adopted by the board of  directors  of each
corporation that is a party to this merger.

     THIRD:  The plan of merger was  approved by the  stockholder  of the Nevada
Company by unanimous consent.

     FOURTH:  The  plan of  merger  was  submitted  to the  stockholders  of the
Delaware Company. The designation,  number of shares outstanding and entitled to
vote and  undisputed  votes for the plan by the  stockholders  of each  class of
shares of GOLDTECH MINING CORPORATION (the Delaware Company) entitled to vote on
the plan is as follows:
<TABLE>


Class             Number of Outstanding Shares       Undisputed Votes           Percentage Voting
                                                     for the Plan               for the Plan
                                                     ----------------           -----------------
<S>                <C>                              <C>                         <C>

Common            29,971,652                         16,150,066                 53.88%
</TABLE>


         The number of votes cast for the plan by the owners of each class was
sufficient for approval by the owners of that class.

     FIFTH:  The  Articles  of  Incorporation  of the  Nevada  Company  were not
amended.

     SIXTH: The complete executed plan of merger is hereinafter set forth in its
entirety:
<PAGE>


                  A. The corporations proposing to merge are EGAN SYSTEMS, INC.
(the "Delaware Company" or "Parent"), a Delaware corporation and GOLDTECH MINING
CORPORATION (the "Nevada Company" or "Subsidiary"), a Nevada corporation. The
Delaware Company, or Parent, is the sole shareholder of the Nevada Company. The
Nevada Company shall be the surviving corporation of the merger.

         B. Upon approval of this plan of merger by the shareholders of both the
Nevada Company and the Delaware Company, Articles of Merger shall be filed with
the Secretaries of State of Nevada and Delaware. Upon receipt and filing of said
Articles of Merger and the issuance of Certificates of Merger by said states,
the separate existence of the Parent shall cease; and Subsidiary, the Nevada
Company, shall succeed to all the rights and property of the Delaware Company
and shall be subject to all the debts and liabilities of the Delaware Company.

         C. All shares of the Delaware Company shall be entitled to be exchanged
for shares of the Nevada Company at the rate of one Nevada Company common share
for each common share of the Delaware Company. No fractional shares of the
Nevada Company stock will be issued pursuant to this plan of merger. Instead any
fractional share otherwise issuable shall be rounded up or down to the nearest
whole number of shares. All shares of the Nevada Company stock outstanding prior
to the merger shall be canceled.

         D. The Articles of Incorporation of the surviving corporation shall be
the Articles of Incorporation of the Nevada Company immediately prior to the
effective date of the merger without amendment or change.

         SEVENTH: All corporations party to this merger have complied with laws
of their respective jurisdiction of incorporation concerning this merger.

         EIGHTH:  These Articles may be executed in multiple  counterparts,
each of which shall be deemed an original and all of which taken together shall
be but a single instrument


<PAGE>


                               EGAN SYSTEMS, INC.
                              (The DelawareCompany)



                                              By: Ralph Jordan
                                              Title: President and Secretary




State of North Carolina                ss.
                                       ss.
County of Wake                         ss.

         On November 6, 2003 personally appeared before me, a Notary Public
Ralph Jordan, acknowledged that he executed the above instrument as President
and Secretary of EGAN SYSTEMS, INC., the Delaware Company.



                                       Signature of Notary
                                       Printed Name:
                                       Commission Expires:




<PAGE>



                                         GOLDTECH MINING CORPORATION
                                         (The Nevada Company)



                                         By: Ralph Jordan
                                         Title: President and Secretary




State of North Carolina                ss.
                                       ss.
County of Wake                         ss.

         On November 6, 2003 personally appeared before me, a Notary Public
Ralph Jordan, acknowledged that he executed the above instrument as President
and Secretary of GOLDTECH MINING CORPORATION., the Nevada Company.



                                         Signature of Notary
                                         Printed Name:
                                         Commission Expires: