Certificate of Amendment to Articles of Incorporation of Palomine Mining, Inc. (Name Change to Universal Bioenergy, Inc. and Stock Split)
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This document is a Certificate of Amendment to the Articles of Incorporation for Palomine Mining, Inc., changing its name to Universal Bioenergy, Inc. It also authorizes a forward stock split, increasing each share of common stock to five shares, resulting in approximately 21,500,000 outstanding shares. The amendment sets the authorized capital at 200 million common shares and 1 million preferred shares, both with a par value of $0.001. The Board of Directors is given authority to determine the rights and preferences of share classes. The amendment was approved by the required shareholder vote.
EX-10.2 3 univbio_8k-ex1002.txt AMENDMENT TO ARTICLES Exhibit 10.2 CERTIFICATE OF AMENDMENT Certificate of Amendment to Articles of Incorporation For Nevada Profit Corporations (Pursuant to NRB 78.385 and 78.380 - After Issuance of Stock) 1. Name of Corporation PALOMINE MINING, INC. 2. The articles have been amended as follows (prove article numbers, if available): Article FIRST. That the name of the corporation shall be: "UNIVERSAL BIOENERGY, INC." Article FOURTH. That the total number of issued and outstanding shares of common stock of the corporation (4,300,000 shares) shall be increased by way of a forward stock split (the "Stock Split") in the amount of five (5) shares of common stock for one (1) share of common stock currently issued and outstanding. Thus for each share of common stock currently issued and outstanding an additional four (4) shares of common stock shall be issued. Following the effective date of the Stock Split the total issued and outstanding shares of common stock of the corporation shall be approximately 21,500,000. The record date for the Stock Split shall be November 3, 2007 with a payment date of approximately November 6, 2007. That the total number of stock authorized that may be issued by the corporation shall TWO HUNDRED MILLION (200,000,000) shares of common stock with a par value of ONE TENTH OF ONE CENT ($0.001) and ONE MILLION (1,000,000) shares of preferred stock with a par value of ONE TENTH OF ONE CENT ($0.001). The Board of Directors of the corporation has full right and authority to divide such shares, at any time and from time to time, into one or more classes or series or both, as the Board may delegate and to determine for any such class or series its voting rights, deligations, preferences and priviledges, including, without limitation, conversion rights. 3. The vote by which the stockholders holding shares in the corporation entitling them to exercise at least a majority of the voting power, or such greater proportion of the voting power as may be required in the case of a 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: 4. Effective date of filing: 5. Officer Signature (Required): /s/ Frank H. Ward ----------------------