Registration of Securities of a Small-Business Issuer — Form 10-SB
Filing Table of Contents
Document/Exhibit Description Pages Size
1: 10SB12G Registration of Securities of a Small-Business 84 323K
Issuer
2: EX-2.1 Plan of Acquisition, Reorganization, Arrangement, 21 66K
Liquidation or Succession
3: EX-3.1 Articles of Incorporation/Organization or By-Laws 5 21K
4: EX-3.2 Articles of Incorporation/Organization or By-Laws 3 16K
5: EX-3.3 Articles of Incorporation/Organization or By-Laws 12 39K
6: EX-4.1 Instrument Defining the Rights of Security Holders 2 14K
7: EX-10.1 Material Contract 10 52K
16: EX-10.10 Material Contract 6 28K
17: EX-10.11 Material Contract 23 78K
18: EX-10.12 Material Contract 53 150K
19: EX-10.13 Material Contract 19 58K
20: EX-10.14 Material Contract 2 17K
21: EX-10.15 Material Contract 20 55K
22: EX-10.16 Material Contract 1 12K
23: EX-10.17 Material Contract 7 48K
24: EX-10.18 Material Contract 2 15K
25: EX-10.19 Material Contract 15 62K
8: EX-10.2 Material Contract 17 53K
26: EX-10.20 Material Contract 8± 42K
27: EX-10.21 Material Contract 10 35K
28: EX-10.22 Material Contract 5 32K
29: EX-10.23 Material Contract 5 33K
30: EX-10.24 Material Contract 5 34K
31: EX-10.25 Material Contract 5 20K
32: EX-10.26 Material Contract 3 21K
33: EX-10.27 Material Contract 17± 78K
34: EX-10.28 Material Contract 3 23K
35: EX-10.29 Material Contract 8 41K
9: EX-10.3 Material Contract 8 30K
36: EX-10.30 Material Contract 4 27K
37: EX-10.31 Material Contract 16 76K
10: EX-10.4 Material Contract 4 23K
11: EX-10.5 Material Contract 6± 33K
12: EX-10.6 Material Contract 10 40K
13: EX-10.7 Material Contract 13 51K
14: EX-10.8 Material Contract 8 24K
15: EX-10.9 Material Contract 2 17K
38: EX-21.1 Subsidiaries of the Registrant 1 10K
39: EX-27.1 Financial Data Schedule (Pre-XBRL) 1 14K
EX-3.2 — Articles of Incorporation/Organization or By-Laws
EX-3.2 | 1st Page of 3 | TOC | ↑Top | Previous | Next | ↓Bottom | Just 1st |
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CERTIFICATE OF AMENDMENT
TO THE ARTICLES OF INCORPORATION
OF
DATA GROWTH, INC.
Pursuant to the applicable provisions of the Nevada Business Corporations
Act, Data Growth, Inc. (the "Corporation") adopts the following Articles of
Amendment to its Articles of Incorporation:
FIRST: The present name of the Corporation is Data Growth, Inc
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SECOND: The following amendments to its Articles of Incorporation were
adopted by the board of directors and by majority consent of shareholders of the
corporation in the manner prescribed by applicable law.
(1) The Article entitled ARTICLE I - NAME, is amended to read as follows:
ARTICLE I - NAME
The name of the corporation shall be: PhotoLoft.com.
(2) The Article entitled ARTICLE IV - STOCK, is amended to read as follows:
ARTICLE IV - STOCK
Common. The aggregate number of common shares which this Corporation shall
------
have authority to issue is 50,000,000 shares of Common Stock having a par value
of $.OO1 per share. All common stock of the Corporation shall be of the same
class, common, and shall have the same rights and preferences. Fully-paid
common stock of this Corporation shall not be liable to any further call or
assessment.
Preferred. The Corporation shall be authorized to issue 500,000 shares of
---------
Preferred Stock having a par value of $.001 per share and with such rights,
preferences and designations determined by the board of directors.
(3) Article XII is hereby added and shall read as follows:
ARTICLE XII - ELIMINATION OF LIABILITY OF OFFICERS AND DIRECTORS
No officer or director of the Corporation shall have any liability to the
Corporation or its shareholders for damages for breach of fiduciary duty as an
officer of director except as an officer or director except as specifically
provided for under NRS78.037(l), and as it may be amended from time to time.
THIRD: The Corporation has effectuated, effective with the commencement
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of business on Monday, March 1, 1999, a 2.4571584 to 1 reverse stock split as to
its shares of common stock outstanding as of the opening of business on February
28, 1999, which decreases the outstanding shares as of that date from 1,535,724
shares to 625,000 shares. The reverse split shall not change the number of
shares of Common Stock authorized for issuance by the Corporation.
FOURTH: The number of shares of the Corporation outstanding and
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entitled to vote at the time of the adoption of said amendment was 1,535,724.
--
FIFTH: The number of shares voted for such amendments was 840,000
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shares (55%) and no shares were voted against such amendment.
DATED this 26 day of February, 1999.
DATA GROWTH, INC.
By: s. Gary B. Peterson
-----------------------
Gary B. Peterson, President/Secretary
--------------------------------------
VERIFICATION
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STATE OF UTAH )
:ss.
COUNTY OF SALT LAKE )
The undersigned being first duly sworn, deposes and states: that the
undersigned is the President of Date Growth, Inc., that the undersigned has read
the Certificate of Amendment and knows the contents thereof and that the same
contains a truthful statement of the Amendment duly adopted by the board of
directors and stockholders of the Corporation.
s. Gary B. Peterson
-------------------
STATE OF UTAH )
:ss.
COUNTY OF SALT LAKE )
Before me the undersigned Notary Public in and for the said County and
State, personally appeared the President and Secretary of Data Growth, Inc., a
Nevada corporation, and signed the foregoing Articles of Amendment as his own
free and voluntary acts and deeds pursuant to a corporate resolution for the
uses and purposes set forth.
IN WITNESS WHEREOF, I have set my hand and seal this 26th day of February,
1999.
____________________________
NOTARY PUBLIC
Notary Seal:
Dates Referenced Herein
| Referenced-On Page |
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This ‘10SB12G’ Filing | | Date | | First | | Last | | | Other Filings |
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| | |
Filed on: | | 7/13/99 | | | | | | | None on these Dates |
| | 3/1/99 | | 2 |
| | 2/28/99 | | 2 |
| List all Filings |
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Filing Submission 0001015402-99-000702 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)
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