On January 10, 2014, Intellicell Biosciences, Inc. (the “ Company ”) amended its bylaws by amending and restating Article V, Section 5.3 in order to allow the Company to issue its shares for such consideration, expressed in dollars as shall be fixed from time to time by the Board of Directors (the “Amendment”). The description of the Amendment is qualified in its entirety by the full text of the Amendment which is filed h erewith as Exhibit 3.2 and hereby incorporated by reference. http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=9718415#EX31_HTM