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05/26/14 11:01 AM

#39344 RE: LivingTheDream #39343

NRS 78.1955 Establishment of matters regarding class or series of stock by resolution of board of directors.
NRS 78.1955 Establishment of matters regarding class or series of stock by resolution of board of directors.
1. If the voting powers, designations, preferences, limitations, restrictions and relative rights of any class or series of stock have been established by a resolution of the board of directors pursuant to a provision in the articles of incorporation, a certificate of designation setting forth the resolution and stating the number of shares for each designation must be signed by an officer of the corporation and filed with the Secretary of State. A certificate of designation signed and filed pursuant to this section must become effective before the issuance of any shares of the class or series.

http://law.justia.com/codes/nevada/2010/title7/chapter78/nrs78-1955.html

NRS 78 covers private and PUBLIC corporations. In other words......ALL corporations that issue stock must follow NRS 78.1955.

If someone dropped the ball and "forgot" to file, it really doesn't mean squat. Zo has no choice but to cancel the illegal/counterfeit/bogus shares. Otherwise he would not be following the law.

From a legal and bidness standpoint, the PR was a home run.