Attached files
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8-K - FORM 8-K - Asia Electrical Power International Group, Inc. | l40931e8vk.htm |
Exhibit 3.1
ROSS MILLER Secretary of State 204 North Carson Street, Suite 1 Carson City, Nevada 89701-4520 (775) 684 5708 Website: www.nvsos.gov |
Certificate of Amendment
(PURSUANT TO NRS 78.385 AND 78.390)
(PURSUANT TO NRS 78.385 AND 78.390)
Filed in the office of
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Document Number | ||||
20100780218-79 | |||||
Filing Date and Time | |||||
Ross Miller |
10/18/2010 8:30 AM | ||||
Secretary of State
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Entity Number | ||||
State of Nevada
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C21656-2002 | ||||
USE BLACK INK ONLY DO NOT HIGHLIGHT | ABOVE SPACE IS FOR OFFICE USE ONLY |
Certificate of Amendment to Articles of Incorporation
For Nevada Profit Corporations
(Pursuant to NRS 78.385 and 78.390 After Issuance of Stock)
For Nevada Profit Corporations
(Pursuant to NRS 78.385 and 78.390 After Issuance of Stock)
1. Name of corporation:
Asia Electrical Power International Group Inc. (the Corporation).
2. | The articles have been amended as follows: (provide article numbers, if available) |
The Articles of Incorporation of the Corporation are amended by revoking current Article III and
adopting the following in substitution thereof: Authorized Capital Stock. The authorized capital
stock of the Corporation consists of Three Hundred Thousand (300,000) shares having a par value of
one tenth of one cent ($.001) per share, divided into Two Hundred Ninety Thousand (290,000) shares
of Common Stock and Ten Thousand (10,000) shares of Preferred Stock. Upon the effectiveness (the
Effective Time) of the Certificate of Amendment to the Articles of Incorporation adding this
sentence, each five hundred (500) shares of issued Common Stock, shall be combined and reclassified
into one (1) fully-paid and nonassessable share of Common Stock; provided, however, that in lieu
of any fractional interests in shares of Common Stock to which any shareholder who would be
entitled only to receive such fractional interest (i.e., any shareholder owning fewer than 500
shares of Common Stock immediately prior to the Effective Time) would otherwise be entitled
pursuant hereto (taking into account all shares of capital stock owned by such shareholder), the
Corporation shall pay in cash for such fractional interest $0.068 per share held by such
shareholder immediately prior to the Effective Time.
3. The vote by which the stockholders holding shares in the corporation entitling them to exercise
a least a majority of the voting power, or such greater proportion of the voting power as may be
required in the case of a vote by classes or series, or as may be required by the provisions of the
articles of incorporation* have voted in favor of the amendment is: 70.8%
4. Effective date of filing: (optional)
(must not be later than 90 days after the certificate is filed)
5. Signature: (required)
/s/ Yulong Guo
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* | If any proposed amendment would alter or change any preference or any relative or other right given to any class or series of outstanding shares, then the amendment must be approved by the vote, in addition to the affirmative vote otherwise required, of the holders of shares representing a majority of the voting power of each class or series affected by the amendment regardless to limitations or restrictions on the voting power thereof. |
IMPORTANT: Failure to include any of the above information and submit with the proper fees
may cause this filing to be rejected.
This form must be accompanied by appropriate fees. | Nevada Secretary of State Amend Profit-After | |
Revised: 3-6-09 |