Attached files
| file | filename |
|---|---|
| 8-K - CURRENT REPORT - Maxwell Resources, Inc. | f8k060215_maxwellresource.htm |
| EX-10.1 - ASSET PURCHASE AGREEMENT BETWEEN COLFAX EXPLORATION PARTNERS I, LLC AND MAXWELL RESOURCES, INC. DATED AS OF JULY 27, 2015. - Maxwell Resources, Inc. | f8k060215ex10i_maxwell.htm |
| EX-10.2 - FORM OF PROMISSORY NOTE - Maxwell Resources, Inc. | f8k060215ex10ii_maxwell.htm |
| EX-10.3 - WARRANT ISSUED PURSUANT TO ASSET PURCHASE AGREEMENT - Maxwell Resources, Inc. | f8k060215ex10iii_maxwell.htm |
| EX-3.1 - CERTIFICATE OF DESIGNATION OF SERIES C PREFERRED STOCK AS FILED WITH THE SECRETARY OF STATE OF THE STATE OF NEVADA ON MAY 7, 2015. - Maxwell Resources, Inc. | f8k060215ex3i_maxwell.htm |
Exhibit 3.2
BARBARA K. CEGAVSKE Secretary of State |
STATE OF NEVADA
OFFICE OF THE SECRETARY OF STATE |
JEFFERY LANDERFELT Deputy Secretary for Commercial Recordings |
Certified Copy
June 11, 2015
Job Number: C20150611-0744
Reference Number:
Expedite:
Through Date:
The undersigned filing officer hereby certifies that the attached copies are true and exact copies of all requested statements and related subsequent documentation filed with the Secretary of State’s Office, Commercial Recordings Division listed on the attached report.
| Document Number(s) | Description | Number of Pages |
| 20150265289-00 | Amendment | 2 Pages/1 Copies |
 |
Respectfully,
/s/ BARBARA K. CEGAVSKE BARBARA K. CEGAVSKE Secretary of State | |
Certified By: Roxanna Sanchez Certificate Number: C20150611-0744 You may verify this certificate online at http://www.nvsos.gov/ |
Commercial Recording Division
202 N. Carson Street
Carson City, Nevada 89701-4201
Telephone (775) 684-5708
Fax (775) 684-7138
 |
BARBARA K. CEGAVSKE | |||
| Secretary of State | ||||
| 202 North Carson Street | ||||
| Carson City, Nevada 89701-4201 | Filed in the office of | Document Number | ||
| (775) 684-5708 | /s/ Barbara K. Cegavske | 20150265289-00 | ||
| Website: www.nvsos.gov | Barbara K. Cegavske | Filing Date and Time | ||
| Secretary of State | 06/11/2015 10:01 AM | |||
| State of Nevada | Entity Number | |||
| Certificate of Amendment | E0572852010-8 | |||
| (PURSUANT TO NRS 78.385 AND 78.390) | ||||
| USE BLACK INK ONLY – DO NOT HIGHLIGHT | ABOVE SPACE IS FOR OFFICE USE ONLY |
Certificate of Amendment to Articles of Incorporation
For Nevada Profit Corporations
(Pursuant to NRS 78.385 and 78.390 - After issuance of Stock)
| 1. Name of corporation: |
| Maxwell Resources, Inc. |
| 2. The articles have been amended as follows: (provide article numbers, if available) |
|
Article IV of the Articles of Incorporation of Maxwell Resources, Inc. (the “Company”) is hereby amended to increase the shares of common stock the Company is authorized to issue to 200,000,000 shares.
Please see attached Addendum A.
|
| 3. The vote by which the stockholders holding shares in the corporation entitling them to exercise at least a majority of the voting power or such greater proportion of the voting power, as may be required in the case of a vote by classes or series, or as may be required by the provisions of the articles of incorporation* have voted in favor of the amendment is: 66.5% |
| 4. Effective date and time of filing: (optional) Date: Time: |
| (must not be later than 90 days after the certificate is filed) |
| 5. Signature: (required) | ||
| /s/ Mike Edwards | ||
| Signature of Officer | ||
| *if any proposed amendment would alter or change any preference or any relative or other right given to any class or series of outstanding shares, then the amendment must be approved by the vote, in addition to the affirmative vote otherwise required, of the holders of shares representing a majority of the voting power of each class or series affected by the amendment regardless to limitations or restrictions on the voting power thereof. | |
| IMPORTANT: Failure to include any of the above information and submit with the proper fees may cause this filing to be rejected. |
| This form must be accompanied by appropriate fees. | Nevada Secretary of State Amend Profit-After | |
| Revised: 1-5-15 |
Certificate of Amendment to articles of incorporation
For Nevada Profit Corporations
(Pursuant to NRS 78.385 and 78.390 ● After Issuance of Stock)
1. Name of corporation:
Maxwell Resources, Inc.
2. The articles have been amended as follows: (provide article numbers, if available)
Article FOURTH is hereby amended such that the aggregate number of shares of common stock that the Corporation shall have the authority to issue is 200,000,000 par value $0.001 per share.
3. The vote by which the stockholders holding shares in the corporation entitling them to exercise a least a majority of the voting power, or such greater proportion of the voting power as may be required in the case of a vote by classes or series, or as may be required by the provisions of the articles of incorporation have voted in favor of the amendment is: greater than 50%
4. Effective date of filing: (optional)
| (must not be later than 90 days after the certificate is filed) |
5. Signature: (required)
| /s/ Mike Edwards | |
| CEO – Maxwell Resources, Inc. |