Attached files
| file | filename |
|---|---|
| 8-K - Universal Bioenergy, Inc. | v223455_8k.htm |
“EXHIBIT A”
Amendment To Articles of Incorporation
Universal Bioenergy Inc.
By written consent of the holders of a majority of the voting shares of Universal Bioenergy, Inc., pursuant to Sections 78.385, and 78.390, of the Nevada Revised Statutes, the following amendment to the Articles Of Incorporation of Universal Bioenergy were duly adopted as set forth below:
Article FOURTH. Article Fourth of the Articles Of Incorporation shall be amended to add the following paragraphs as set forth below:
A. The total number of shares of "Common Stock" that the Corporation is authorized to issue is One Billion (1,000,000,000) shares with a par value of $0.001 per share. The Board of Directors shall have the full right and authority to issue and divide such shares, at any time, and from time to time, into one or more classes, or series or both, as the Board may delegate, and to determine for any such class, or series, its voting rights, delegations, preferences and privileges, including without limitation, conversion rights.
B. The Board of Directors of the Corporation are granted the full right and authority to increase or otherwise change the authorized shares of Common Stock and Preferred Stock, without any shareholder action or approval. The Board of Directors shall have the full right and authority to issue and divide such shares, at any time, and from time to time, into one or more classes, or series or both, as the Board may delegate, and to determine for any such class, or series, its voting rights, delegations, preferences and privileges, including without limitation, conversion rights.
Article FIFTH. Article Fifth of the Articles Of Incorporation shall be amended to add the following paragraph:
Each Director shall be elected to serve for a minimum period of one (1) year, and up to three (3) years, or shall serve until his successor is elected and qualifies. Directors need not be stockholders. All newly appointed Directors must serve as Directors for a minimum period of one (1) year before they can be elected to serve for a full three (3) year term, providing there has been no intervening absence by them from the Board, during or after their initial term.
The Articles Of Incorporation shall be amended to add the new article as set forth below:
Article THIRTEENTH. The Board of Directors are granted the full right and authority to change the name of the Corporation without out any shareholder action or approval.