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MassRoots, Inc. – ‘DRS’ from 4/23/14 – ‘EX-3.1’

On:  Wednesday, 4/23/14, at 3:17pm ET   ·   Delayed-Release:  Filing  –  Release Delayed to:  6/13/14   ·   Accession #:  721748-14-399   ·   File #:  377-00577

1 Reference:  By:  SEC – ‘UPLOAD’ on 5/20/14

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

 4/23/14  MassRoots, Inc.                   DRS6/13/14   30:2.2M                                   Pacific Stock Tra… Co/TA

Delayed-Release Draft Registration Statement by an Emerging Growth Company or a Foreign Issuer   —   Form DRS
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: DRS         Draft Registration Statement by an Emerging Growth  HTML    418K 
                Company or a Foreign Issuer                                      
 2: EX-2.1      Plan of Acquisition, Reorganization, Arrangement,   HTML     53K 
                Liquidation or Succession                                        
 3: EX-3.1      Articles of Incorporation/Organization or Bylaws    HTML     15K 
 4: EX-3.2      Articles of Incorporation/Organization or Bylaws    HTML     76K 
 5: EX-3.3      Articles of Incorporation/Organization or Bylaws    HTML     59K 
 6: EX-4.2      Instrument Defining the Rights of Security Holders  HTML     58K 
 7: EX-4.3      Instrument Defining the Rights of Security Holders  HTML     74K 
 8: EX-4.4      Instrument Defining the Rights of Security Holders  HTML     59K 
 9: EX-4.5      Instrument Defining the Rights of Security Holders  HTML     60K 
10: EX-4.6      Instrument Defining the Rights of Security Holders  HTML     60K 
11: EX-5.1      Opinion of Counsel re: Legality                     HTML     14K 
12: EX-10.1     Material Contract                                   HTML     41K 
21: EX-10.10    Material Contract                                   HTML    146K 
22: EX-10.11    Material Contract                                   HTML     99K 
13: EX-10.2     Material Contract                                   HTML     41K 
14: EX-10.3     Material Contract                                   HTML     42K 
15: EX-10.4     Material Contract                                   HTML     40K 
16: EX-10.5     Material Contract                                   HTML     10K 
17: EX-10.6     Material Contract                                   HTML     80K 
18: EX-10.7     Material Contract                                   HTML     62K 
19: EX-10.8     Material Contract                                   HTML     37K 
20: EX-10.9     Material Contract                                   HTML     24K 
23: EX-23.1     Consent of Experts or Counsel                       HTML     11K 
24: EX-101.INS  XBRL Instance                                        XML    203K 
26: EX-101.CAL  XBRL Calculations                                    XML     66K 
27: EX-101.DEF  XBRL Definitions                                     XML    114K 
28: EX-101.LAB  XBRL Labels                                          XML    310K 
29: EX-101.PRE  XBRL Presentations                                   XML    251K 
25: EX-101.SCH  XBRL Schema                                          XSD     49K 
30: RENDERED XBRL  XBRL Instance Document Content Listing           HTML     12K 


‘EX-3.1’   —   Articles of Incorporation/Organization or Bylaws


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



Exhibit 3.1

 

CERTIFICATE OF AMENDMENT

 

TO THE

 

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION

 

OF

 

MassRoots, Inc.

 

(Pursuant to Sections 242 of the General Corporation Law of the State of Delaware)

 

MassRoots, Inc., a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the "General Corporation Law"),

 

DOES HEREBY CERTIFY:

 

First.  That the name of this corporation is MassRoots, Inc. (the “Corporation”).

 

Second. The Corporation’s Certificate of Incorporation was originally filed in the office of the Secretary of State of Delaware on April 26, 2013, and was subsequently amended by an Amended and Restated Certificate of Incorporation filed in the office of the Secretary of State of Delaware on December 16, 2013.

 

Third. The Corporation wishes to amend its Amended and Restated Certificate of Incorporation so as to (1) increase the total number of shares of common stock which the Corporation shall have authority to issue from one thousand (1,000) shares to two hundred million (200,000,000) shares; and (2) to adjust the par value per share of common stock which the Corporation shall have authority to issue from $1.000 par value per share of common stock to $0.001 par value per share of common stock.

 

Fourth. To accomplish the amendment referred to in Paragraph Third, above, the first paragraph of the FOURTH Article of the Amended and Restated Certificate of Incorporation is deleted in its entirety and the following is substituted in lieu thereof:

 

FOURTH: The total number of shares of all classes of stock which the Corporation shall have authority to issue is (i) 200,000,000 shares of Common Stock, $0.001 par value per share ("Common Stock") and (ii) 21 shares of Preferred Stock, $1.000 par value per share ("Preferred Stock").

 

Fifth. This Certificate of Amendment and the foregoing amendment to the Amended and Restated Certificate of Incorporation of the Corporation were duly adopted in accordance with the provisions of Section 242 of the General Corporation Law of the State of Delaware.

 

[SIGNATURE PAGE ON FOLLOWING PAGE]

 C: 
   
 

IN WITNESS WHEREOF, the Corporation has caused this Certificate of Amendment to the Amended and Restated Certificate of Incorporation to be signed by a duly authorized officer of the Corporation on this 18th day of March, 2014.

 

MassRoots, Inc.

 

By:/s/ Isaac Dietrich

Isaac Dietrich

Chief Executive Officer

 C: 
   

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘DRS’ Filing    Date    Other Filings
Release Delayed to:6/13/14CORRESP,  S-1
Filed on:4/23/14
12/16/13
4/26/13
 List all Filings 


1 Subsequent Filing that References this Filing

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

 5/20/14  SEC                               UPLOAD10/03/17    1:322K Greenwave Tech Solutions, Inc.
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Filing Submission 0000721748-14-000399   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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