Unanimous Written Consent of Board of Directors of Creative Edge Nutrition, Inc. Authorizing Stock Issuance to First Trust Management

Summary

Creative Edge Nutrition, Inc.'s Board of Directors unanimously approved the issuance of 20,000,000 shares of common stock to First Trust Management. This action is in exchange for relieving $20,000 of debt owed by the company, as part of a larger promissory note. The officers are authorized to take all necessary steps to complete this transaction, and the promissory note will be amended to reflect the partial payment. The resolution was signed by the company's President and Vice President on May 2, 2012.

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EX-10.3 3 f8k051512_ex10z3.htm EXHIBIT 10.3 BOARD OF DIRECTORS RESOLUTIONS Exhibit 10.3 Board of Directors Resolutions

Exhibit 10.3


CREATIVE EDGE NUTRITION, INC.

3276 Buford Drive, Bldg. 104, Suite 320, Buford, GA 30519


UNANIMOUS CONSENT OF DIRECTORS OF CREATUVE EDGE NUTRITION, INC. IN LIEU OF A MEETING OF THE BOARD OF DIRECTORS OF CREATIVE EDGE NUTRITION, INC. (A NEVADA CORPORATION)


Pursuant to the Authority granted to directors to take action by unanimous consent without a meeting pursuant to Nevada General Corporation Law 78.315 (pursuant to the Articles of Incorporation) of Creative Edge Nutrition, Inc. (“Creative”) the Board of Directors (“Directors”) of Creative, a Nevada corporation (the “Company”), do hereby consent to adopt, ratify, confirm and approve, as of the date indicated below, the following recitals and resolutions, as evidenced by their signature hereunder:


WHEREAS, the Directors have been presented with the proposal to authorize the issuance of 20,000,000 shares of common stock of the Company in exchange for relief of debt owed by the Company in the amount of Twenty Thousand ($20,000) Dollars represented by a Forty Three Thousand Three Hundred Eighty Four ($43,384) Dollar Promissory Note (the “Promissory Note”) dated May 2, 2012;


WHEREAS, the Directors shall specifically authorize the issuance of 20,000,000 shares of common stock of the Company to First Trust Management;


WHEREAS, the Directors believe it is in the best interest of the Company to authorize the issuance of the common stock to First Trust Management in exchange for relief of the debt represented by the Promissory Note as set forth herein;


NOW, BE IT RESOLVED, that it is hereby authorized and approved to issue 20,000,000 shares of common stock of the Company to First Trust Management in exchange for relief of the debt represented by the Promissory Note.


GENERAL RESOLUTIONS


RESOLVED, that the officers of the Company are hereby authorized and instructed to take whatever steps necessary to effectuate the above described resolutions.


FURTHER RESOLVED, that the Promissory Note shall be restated and amended to show that a payment in the amount of $20,000 on the Promissory Note has been satisfied by the Company.


(Remainder of page intentionally left blank; signature page to follow)



IN WITNESS WHEREOF, the undersigned have set forth their hands in their capacity as of this 2nd day of May, 2012.


/s/ Bill Chaaban                                     

Bill Chaaban, President, CEO, Director


/s/ Reid Stone                                        

REID STONE, Vice President, Director




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