Replies to post #97778 on Blue Diamond Ventures Inc (BLDV)

[m_a_d]

This is the first amendment to the Amended and Restated Articles of Incorporation filed on 6/21/2021 (the “Articles”) of Blue Diamond Ventures Inc. a Colorado corporation. This amendment was duly adopted on July 18, 2022 by the Board of Directors. Any terms not defined in this amendment are defined in the Articles.
Section III.01 of the Articles is hereby amended by inserting the following new subsection (f) in the appropriate alphabetical order.
Class F Preferred Stock. The Corporation is authorized to issue 625,000,000 shares of Class F Preferred Stock. The Class F Preferred Stock is subject to a Class F Preferred Shareholders’ Agreement. The shares of Class F Preferred Stock shall have no par value. The Class F Preferred stock has no voting rights. Each share of Class F Preferred Stock converts into one (1) share of non-voting Common Stock, in accordance with the terms and conditions of the Class F Preferred Shareholders’ Agreement. The holders of shares of Class F Preferred Stock have a right to redeem the shares of Class F Preferred Stock in accordance with the terms and conditions in the Class F Preferred Shareholders’ Agreement. From and after the date of issuance of any share of Class F Preferred Stock, cumulative, non-compounding dividends shall accrue, whether or not declared by the Board of Directors and whether or not there are funds legally available for the payment of dividends, on a daily basis at a rate of 10% per annum. All accrued and accumulated dividends on any share of Class F Preferred Stock shall be paid in cash only when, as and if declared by the Board of Directors out of funds legally available therefor or upon a redemption or liquidation of the Class F Preferred Stock in accordance with the Class F Preferred Shareholders’ Agreement.