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Rapid Therapeutic Science Laboratories, Inc. – ‘8-K’ for 3/29/22 – ‘EX-3.1’

On:  Thursday, 3/31/22, at 4:43pm ET   ·   For:  3/29/22   ·   Accession #:  1393905-22-102   ·   File #:  0-55018

Previous ‘8-K’:  ‘8-K’ on 2/1/22 for 1/28/22   ·   Next:  ‘8-K’ on / for 5/31/22   ·   Latest:  ‘8-K’ on 12/6/23 for 11/28/23   ·   4 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/31/22  Rapid Therap Science Labs, Inc.   8-K:3,5,7,9 3/29/22   14:736K                                   Empire Stock Transf… Inc

Current Report   —   Form 8-K

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Rapid Therapeutic Science Laboratories, Inc. -      HTML     35K 
                Form 8-K SEC Filing                                              
 2: EX-3.1      Articles of Amendment to Articles of Incorporation  HTML     11K 
 3: EX-3.2      Certificate of Correction                           HTML      6K 
 4: EX-99.1     Press Release                                       HTML     16K 
 9: R1          Document and Entity Information                     HTML     48K 
12: XML         IDEA XML File -- Filing Summary                      XML     13K 
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11: EXCEL       IDEA Workbook of Financial Reports                  XLSX      6K 
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 6: EX-101.LAB  XBRL Labels -- rtsl-20220329_lab                     XML     47K 
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13: JSON        XBRL Instance as JSON Data -- MetaLinks               11±    18K 
14: ZIP         XBRL Zipped Folder -- 0001393905-22-000102-xbrl      Zip     18K 


‘EX-3.1’   —   Articles of Amendment to Articles of Incorporation


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  Articles of Amendment to Articles of Incorporation  

 

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EXHIBIT A

 

ARTICLE III

AUTHORIZED CAPITAL STOCK

 

3.1 The Corporation shall have the authority to issue 800,000,000 shares of common stock having a par value of $0.001 per share (the “Common Stock”).

 

Reverse Stock Split of Outstanding Common Stock

 

Effective as of the effective date set forth under “Effective date and time of filing” on this Certificate of Amendment to Articles of Incorporation (or in the absence of such date, on the date such Amendment to the Articles of Incorporation is filed with the Secretary of State of Nevada)(the “Effective Time”), every twenty-five (25) shares of the Corporation’s common stock (but not any shares of Preferred Stock), issued and outstanding immediately prior to the Effective Time, or held in treasury prior to the Effective Time (collectively the “Old Capital Stock”), shall be automatically reclassified and combined into One (1) share of common stock (the “Reverse Stock Split”). Any stock certificate that, immediately prior to the Effective Time, represented shares of Old Capital Stock will, from and after the Effective Time, automatically and without the necessity of presenting the same for exchange, represent the number of shares as equals the quotient obtained by dividing the number of shares of Old Capital Stock represented by such certificate immediately prior to the Effective Time by twenty-five (25), subject to any adjustments for fractional shares as set forth below; provided, however, that each person holding of record a stock certificate or certificates that represented shares of Old Capital Stock shall receive, upon surrender of such certificate or certificates, a new certificate or certificates evidencing and representing the number of shares of capital stock to which such person is entitled under the foregoing reclassification. No fractional shares of capital stock shall be issued as a result of the Reverse Stock Split. In lieu of any fractional share of capital stock to which a shareholder would otherwise be entitled, the Corporation shall issue that number of shares of capital stock as rounded up to the nearest whole share. The Reverse Stock Split shall have no effect on the number of authorized shares of capital stock set forth above, any previously designated series of preferred stock (except to the extent such split adjusts the conversion ratio thereof) or the par value thereof as set forth above in the preceding paragraphs.

 

3.2 Preferred Stock. The Corporation shall have the authority to issue 100,000,000 shares of preferred stock having a par value of $0.001 per share (the “Preferred Stock”). The Board of Directors is expressly granted authority to issue shares of Preferred Stock, in one or more series, and to fix for each such series such voting powers, full or limited, and such designations, preferences and relative, participating, optional or other special rights and such qualifications, limitations or restrictions thereof as shall be stated and expressed in the resolution or resolutions adopted by the Board of Directors providing for the issue of such series (a “Preferred Stock Designation”) and as may be permitted by the Nevada Revised Statutes. The number of authorized shares of Preferred Stock may be increased or decreased (but not below the number of shares thereof then outstanding) by the affirmative vote of the holders of a majority of the voting power of all of the then outstanding shares of the capital stock of the Corporation entitled to vote generally in the election of directors, voting together as a single class, without a separate vote of the holders of the Preferred Stock, or any series thereof, unless a vote of any such holders is required pursuant to any Preferred Stock Designation.

 

 

 

 


4 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/30/23  Rapid Therap Science Labs, Inc.   10-K       12/31/22   68:3.7M                                   Empire Stock Transf… Inc
11/10/22  Rapid Therap Science Labs, Inc.   10-Q        9/30/22   62:2.9M                                   Empire Stock Transf… Inc
 8/12/22  Rapid Therap Science Labs, Inc.   10-Q        6/30/22   60:2.7M                                   Empire Stock Transf… Inc
 7/22/22  Rapid Therap Science Labs, Inc.   S-1/A                  4:1.7M                                   Empire Stock Transf… Inc
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Filing Submission 0001393905-22-000102   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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