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THall

08/23/18 12:06 PM

#9570 RE: Rayland #9568

NOTICE OF ACTION TO BE TAKEN WITHOUT A MEETING


June __, 2018


Dear Shareholders:


The purpose of this letter and the enclosed Information Statement is to inform you that shareholders holding a majority of the voting power of the common stock of Flitways Technology Inc. (the “ Company ” ) have executed a written consent in lieu of a meeting to approve amendments to our articles of incorporation to (a) increase the number of authorized shares of common stock we may issue from 1,200,000,000 shares to 4,200,000,000 shares in order to allow for the reservation of shares by our convertible note holders.


Our board of directors has authorized the amendments and shareholders holding a majority of the voting power of our common stock have executed a written consent approving the amendments. The consent we have received constitutes the only shareholder approval required under Nevada corporate law and our articles of incorporation and bylaws, as presently in effect. Pursuant to Rule 14c-2 of the Securities Exchange Act of 1934, as amended, the amendments will not become effective before July , 2018, which is approximately 21 calendar days after June __, 2018, the date we expect that the Information Statement will be first mailed to our shareholders.



WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY.


Because the written consent of holders of a majority of the voting power of our common stock approving the amendment satisfies all applicable shareholder voting requirements, we are not asking you for a Proxy; please do not send us one. We are furnishing this Information Statement to you solely to inform you of the approval of the amendment by the holders of the voting power of our common stock. No action is required by you.


The Information Statement is for information purposes only — Please read it carefully.







By Order of the board of directors,

/s/ Tobi Mac Aro

Tobi Mac Aro

President and Chief Executive Officer




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