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8-K - FORM 8-K CURRENT REPORT FOR 10-15-2020 - 4Less Group, Inc.form_8-k.htm

 

Exhibit 3.1

 


 


 

AMENDED AND RESTATED

 

ARTICLES OF INCORPORATION

 

OF

 

THE 4 LESS GROUP INC.

 

ARTICLE I: The name of the corporation shall be The 4 Less Group, Inc. (the “Corporation”).

 

ARTICLE II: The period of its duration shall be perpetual.

 

ARTICLE III: The Corporation is organized for the purpose of conducting any lawful business for which a corporation may be organized under the laws of the State of Nevada.

 

ARTICLE IV: The authorized number of shares that the Corporation will have authority to issue is as follows:

 

15,000,000 shares having a par value of $0.000001 per share, shall be the Common Stock of the Company.

 

20,001,000 shares having a par value of $0.001 per share, shall be the Blank Check Preferred Stock, with such rights and responsibilities as decided by the Board of Directors of the Corporation and to be described as applicable in the Designation(s).

 

ARTICLE V: Provisions for the regulation of the internal affairs of the Corporation will be contained in its Bylaws as adopted by the Board of Directors. The number of Directors of the Corporation shall be fixed by its Bylaws.

 

ARTICLE VI: The Corporation shall indemnify any person against expenses, including without limitation, attorneys’ fees, judgements, fines and amount paid in settlement, actually and reasonably incurred by reason of the fact that he or she is or was a director or officer of the Corporation, or is or was serving at the request of the Corporation as a director or officer of another corporation, partnership, joint venture, trust, or other enterprise, in all circumstances in which, and to the extent that, such indemnification is permitted and provided for by the laws of the State of Nevada then in effect.

 

ARTICLE VII: To the fullest extent permitted by Chapter 78 of the Nevada Revised Statutes as the same exists or may hereafter be amended, an officer or director of the Corporation shall not be personally liable to the Corporation or its stockholders for monetary damages.

 

ARTICLE VIII: The Corporation expressly elects not to be governed by or be subject to the provisions of sections 78.378 through 78.3793 of the Nevada Revised Statutes or any similar or successor statutes adopted by any state which may be deemed to apply to the Corporation from time to time.

 

 

SPACE LEFT INTENTIONALLY BLANK. SIGNATURE TO FOLLOW.

 


 

I, the undersigned, do make and file this Amended and Restated Articles of Incorporation and do certify that the facts herein stated are true; and have accordingly signed below, this October 15, 2020.

 

 

/s/ Timothy Armes

Timothy Armes

Chief Executive Officer, Director