Attached files
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| 8-K - CARIBBEAN VILLA CATERING CORPORATION - ITOCO INC. | form8k.htm |
Exhibit 3.2
AMENDED
AND RESTATED ARTICLES OF INCORPORATION
OF
CARIBBEAN
VILLA CATERING CORPORATION
Pursuant
to the provisions of Section 78.403 of the Nevada Revised Statutes, the
undersigned corporation adopts the following Amended and Restated Articles of
Incorporation as of this date:
FIRST: The
name of the corporation is Caribbean Villa Catering Corporation
SECOND: The
Articles of Incorporation of the corporation were filed by the Secretary of
State on the 9th day of March, 2007.
THIRD: The
names and addresses of the original incorporators are as follows:
Patrick
Mokros
2470 St
Rose Pkwy Ste 304
Henderson,
NV 89074
FOURTH: The
board of directors of the corporation at a meeting duly convened and held on the
18th day of January, 2010, adopted a resolution to amend the original Articles
as follows:
Article 1
is hereby amended to read as follows:
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1.
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The
name of the Corporation is Globotek Holdings,
Inc.
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Article 3
is hereby amended to read as follows:
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3.
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The
total number of shares of stock that the Corporation shall have the
authority to issue is One Hundred Fifty Million
(150,000,000). The classes and aggregate number of shares of
each class which the Corporation shall have the authority to issue are as
follows:
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a.
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One
Hundred Million (125,000,000) shares of common stock, par value $0.001 per
share (the “Common Stock”);
and
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b.
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Twenty
Five Million (25,000,000) shares of preferred stock, par value $0.001 per
share (the “Preferred
Stock”).
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c.
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Blank Check
Powers. The Corporation may issue any class of the
Preferred Stock in any series. The Board of Directors shall
have authority to establish and designate series, and to fix the number of
shares included in each such series and the variations in the relative
rights, preferences and limitations as between series, provided that, if
the stated dividends and amounts payable on liquidation are not paid in
full, the shares of all series of the same class shall share ratably in
the payment of dividends including accumulations, if any, in accordance
with the sums which would be payable on such shares if all dividends were
declared and paid in full, and in any distribution of assets other than by
way of dividends in accordance with the sums which would be payable on
such distribution if all sums payable were discharged in
full. Shares of each such series when issued shall be
designated to distinguish the shares of each series from shares of all
other series.
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FIFTH: The
number of shares of the corporation outstanding and entitled to vote on an
amendment to the Articles of Incorporation are 64,800,000; that the above
change(s) and amendment has been consented to and approved by a majority vote of
the stockholders holding at least a majority of each class of stock outstanding
and entitled to vote thereon.
SIXTH: The
Articles of Incorporation, as amended to the date of this certificate, are
hereby restated as follows:
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1.
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The
name of the Corporation is Globotek Holdings,
Inc.
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2.
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The
address, including street, number, city and county, of the registered
office of the Corporation in the State of Nevada is Empire Stock Transfer
Inc., 1859 Whitney Mesa Drive, Henderson, NV
89014.
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3.
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The
total number of shares of stock that the Corporation shall have the
authority to issue is One Hundred Fifty Million
(150,000,000). The classes and aggregate number of shares of
each class which the Corporation shall have the authority to issue are as
follows:
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a.
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One
Hundred Twenty Five Million (125,000,000) shares of common stock, par
value $0.001 per share (the “Common Stock”);
and
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b.
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Twenty
Five Million (25,000,000) shares of preferred stock, par value $0.001 per
share (the “Preferred
Stock”).
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c.
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Blank Check
Powers. The Corporation may issue any class of the
Preferred Stock in any series. The Board of Directors shall
have authority to establish and designate series, and to fix the number of
shares included in each such series and the variations in the relative
rights, preferences and limitations as between series, provided that, if
the stated dividends and amounts payable on liquidation are not paid in
full, the shares of all series of the same class shall share ratably in
the payment of dividends including accumulations, if any, in accordance
with the sums which would be payable on such shares if all dividends were
declared and paid in full, and in any distribution of assets other than by
way of dividends in accordance with the sums which would be payable on
such distribution if all sums payable were discharged in
full. Shares of each such series when issued shall be
designated to distinguish the shares of each series from shares of all
other series.
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4.
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The
names and addresses if the Board of Directors are as
follows:
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1
| Name | Address | |
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Dmitry
Viktorovich Lukin
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22,
Sevemaya Street
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Togliatti,
Samara Region
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Russia
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Alexander
Nikolaevich Lapkin
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22,
Sevemaya Street
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Togliatti,
Samara Region
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Russia
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Sergey
Alexandrovich Lapkin
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22,
Sevemaya Street
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Togliatti,
Samara Region
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Russia
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Alexander
Viktorovich Lukin
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22,
Sevemaya Street
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Togliatti,
Samara Region
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Russia
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Alexander
Vladimirovich Akustin
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22,
Sevemaya Street
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Togliatti,
Samara Region
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Russia
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Vladislav
Feliksovich Tenebaum
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22,
Sevemaya Street
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Togliatti,
Samara Region
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Russia
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Sergey
Viktorovich Lukin
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22,
Sevemaya Street
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Togliatti,
Samara Region
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Russia
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Elena
Alexandrovna Lapkina
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22,
Sevemaya Street
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Togliatti,
Samara Region
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Russia
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Veronika
Palterovich
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22,
Sevemaya Street
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Togliatti,
Samara Region
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Russia
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5.
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The
purpose of the corporation shall be to conduct any lawful business, to
promote any lawful purpose, and to engage in any lawful act or activity
for which corporations may be organized under the Nevada Revised
Statutes.
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2
Vladislav
Feliksovich Tenenbaum is the president of the corporation and secretary of the
corporation; that he has been authorized to execute the foregoing certificate by
resolution of the board of directors, adopted at a meeting of the directors duly
called and that such meeting was held on the 18th day
of January, 2010 and that the foregoing certificate sets forth the text of the
Articles of Incorporation as amended to the date of the
certificate.
Date
January 18, 2010.
/s/ Vladislav Feliksovich
Tenenbaum
By
Vladislav Feliksovich Tenebaum
Its
President
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