Amendment to Articles of Incorporation of Focus Gold Corporation Regarding Capital Stock
Focus Gold Corporation has amended its Articles of Incorporation to increase its authorized capital stock to 1.1 billion shares, consisting of 1 billion common shares and 100 million preferred shares, each with a par value of $0.00001. The board of directors is authorized to issue different classes or series of preferred stock with varying rights and preferences. The amendment was approved by 56% of the voting shareholders. Existing designations for Series A and Series B preferred stock remain unchanged.
Exhibit 4.4
1. Name of corporation:
FOCUS GOLD CORPORATION
2. The articles have been amended as follows:
"Section 1. Capital Stock" of the Additional Articles attached and filed with the Corporation's Articles of Incorporation on December 23, 2005 is amended to read:
The total number of shares of stock which the Corporation shall have authority to issue is: One Billion One Hundred Million (1,100,000,000) of which stock One Billion (1,000,000,000) shares of the par value of $.00001 each shall be common stock and of which One Hundred Million (100,000,000) shares of the par value of $.00001 each shall be preferred stock. Further, the board of directors of this Corporation, by resolution only and without further action or approval, may cause the corporation to issue one or more classes or one or more series of preferred stock within any class thereof and which classes or series may have such voting powers, full or limited, or no voting powers, and such designations, preferences and relative, participating, optional or other special rights, and qualifications, limitations or restrictions thereof, as shall be stated and expressed in the resolution or resolutions adopted by the board of directors, and to fix the number of shares constituting any classes or series and to increase or decrease the number of shares of any such class or series.
The Certificate of Designations, Preferences, and Rights of the Corporation’s Series A Preferred Stock consisting of Three Million (3,000,000) shares and the Corporation’s Series B Non-Voting 6% Convertible Preferred Stock consisting of Seven Million (7,000,000) shares filed with the Nevada Secretary of State on October 19, 2012 are incorporated herein by reference and remain in full force and effect.
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 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 56%.
4. Effective date and time of filing:
5. Signature:
/s/ Rick Weed
Signature of Officer
