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Re: sagan post# 53187

Thursday, 04/07/2011 8:08:54 PM

Thursday, April 07, 2011 8:08:54 PM

Post# of 83184
Unfortunately it isn't that basic.

No where on the Wyoming SOS site does it say that the max A/S is 2 1/4 Bil shares

It is likely the number of shares O/S at the time of Incorporating there.

I have posted numerous links showing that Corporations can issue unlimited amounts of shares in Wyoming without any filings or changes to the Incorporation documents.

It is in fact one of the key benefits of filing in Wyoming in the first place.

There has never been an official increase in the A/S since Nevada.

We clearly see from filings dilution has continued throughout 2011 and the SOS share count already clarifies 2 1/4 Bil shares.

I believe as I have discovered, that there is likely unlimited A/S for SGCP and management would have simply had to declare so in its Articles of Incorporation.

Its just a basic entry that allows unlimited shares without the need for filings or declarations from management.

They don't have to tell anyone.


This is from CHAPTER 16 - WYOMING BUSINESS CORPORATION ACT



ARTICLE 2 - INCORPORATION



17-16-201. Incorporators.



One (1) or more persons may act as the incorporator or incorporators of a corporation by delivering articles of incorporation to the secretary of state for filing.



17-16-202. Articles of incorporation.



(a) The articles of incorporation shall set forth:



(i) A corporate name for the corporation that satisfies the requirements of W.S. 17-16-401;



(ii) The number of shares the corporation is authorized to issue, which may be unlimited if so stated;

Numerous websites show that Corporations in Wyoming can issue shares without number or restriction.

It simply takes a basic entry in the Articles of Incorporation.

If we are not currently at 2 1/4 bil shares as I believe we could be, we soon will be but Wyoming laws allow Corps to increase A/S at will without Filings or Investor Notification.

The reason I have hinted that there has been no official declaration of a share increase is because clearly none is required in Wyoming.

That's one of the main reasons Corporations register there but it is certainly not the only one.

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