Attached files
| file | filename |
|---|---|
| 8-K - SUPER 8-K - Toshoan Holdings, Inc. | toshoansuper8-k.htm |
| EX-99.5 - PRO FORMA STATEMENTS - Toshoan Holdings, Inc. | proforma.htm |
| EX-10.1 - SPA - Toshoan Holdings, Inc. | spafishery.htm |
| EX-99.2 - SHAREHOLDER RESOLUTIONS - STOCK ISSUANCE - Toshoan Holdings, Inc. | shareholderresstock.htm |
| EX-99.4 - RESOLUTIONS - ACQUISITION - Toshoan Holdings, Inc. | resolution_acquisition.htm |
| EX-3.3 - ARTICLES OF INC. TOA FISHERY (TRANSLATED) - Toshoan Holdings, Inc. | toafisheryarticlesofinc.htm |
| EX-3.4 - CERTIFICATE OF AMENDMENT COPY - PREFERRED STOCK - Toshoan Holdings, Inc. | amendment_seriesa.htm |
| EX-10.2 - EXCLUSIVE SUPPLIER AGREEMENT - TUNA - Toshoan Holdings, Inc. | exclusivesupplieragreement.htm |
RESOLUTION FOR THE APPROVAL
BY UNANIMOUS WRITTEN CONSENT OF THE BOARD OF DIRECTORS
Date: November 11, 2013
The undersigned, being the sole member of the Board of Directors (the “Board”) of TOSHOAN HOLDINGS, INC., a Delaware Corporation (the “Corporation”), hereby approves and adopts the following preamble and resolution by written consent and by quorum, pursuant to the Delaware General Corporation Law.
New Issuance of Series A Preferred Stock.
RESOLVED, that the Board authorize and approve the issuance of the 1,000,000 shares of Series A Preferred Stock (the “Series A”) for $100 to Hajime Abe by way of director’s compensation. The date of issuance shall be December 2, 2013.
The features or rights of the Series A are as follows:
Voting Rights.
Each share of the Series A shall entitle the holder thereof to 100 votes on all matters upon which the holders of the Common Stock of the Corporation are entitled to vote.
Dividend, Liquidation, Conversion and Other Rights or Preferences.
None.
New Issuance of Restricted Common Stock.
RESOLVED, that the Board authorize and approve the issuance of the 50,000,000 shares of Restricted Common Stock (the “Common”) for $5,000 to Hajime Abe by way of director’s compensation. The date of issuance shall be December 2, 2013.
RESOLVED FURTHER, that the proper officer of the Corporation is hereby authorized and directed to execute all documents and take all actions necessary or advisable in order to carry out and perform the purpose of the foregoing resolutions.
This Unanimous Written Consent Action of the Board of Directors is hereby executed as of the date first written above.
Hajime Abe
Sole Director, President, Secretary and Majority Shareholder