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Re: namtae post# 190620

Friday, 05/20/2022 2:17:42 PM

Friday, May 20, 2022 2:17:42 PM

Post# of 193810
Did not find any "negative covenants" in the PCT LTD filings? What I did find was "PROTECTIVE PROVISIONS"

What is a Negative Covenant?
A negative covenant, also known as a restrictive covenant, is a covenant that restricts one party from carrying out certain actions. Sometimes the agreement involves some form of compensation to the party that consents to the restriction. Negative covenants are considered legal, but some of their provisions have been found to limit the ability of a party to conduct business activities normally.

What Are Protective Provisions?
Protective provisions give preferred shareholders the right to veto specific corporate actions that could impact their investment.

Form 8-K Date of Report (Date of earliest event reported) December 2, 2021

"PROTECTIVE PROVISIONS." So long as any Shares are outstanding, this Company shall not without first obtaining the approval (by vote or written consent, as provided by law) of the holders of Shares which is entitled, other than solely by law, to vote with respect to the matter, and which Shares represents at least a majority of the voting power of the then outstanding Shares:

(a) sell, convey, or otherwise dispose of or encumber all or substantially all of its property or business or merge into or consolidate with any other corporation (other than a wholly-owned subsidiary corporation) or effect any transaction or series of related transactions in which more than fifty percent (50%) of the voting power of the Company is disposed of;

(b) alter or change the rights, preferences or privileges of the Shares so as to affect adversely the Shares;

(c) increase or decrease (other than by redemption or conversion) the total number of authorized shares of preferred stock;

(d) authorize or issue, or obligate itself to issue, any other equity security, including any other security convertible into or exercisable for any equity security (i) having a preference over, or being on a parity with, the Shares with respect to upon liquidation, or (ii) having rights similar to any of the rights of the Preferred Stock; or

(e) amend the Company’s Articles of Incorporation or bylaws.

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