Attached files
| file | filename |
|---|---|
| EX-99.1 - 99.1 - Youngevity International, Inc. | ex99-1.htm |
| EX-5.1 - 5.1 - Youngevity International, Inc. | ex5-1.htm |
| EX-1 - 1.1 - Youngevity International, Inc. | ex1-1.htm |
| 8-K - CURRENT REPORT - Youngevity International, Inc. | ygyi8k_dec172019.htm |
Exhibit 3.2
CERTIFICATE OF INCREASE
OF
9.75% SERIES D CUMULATIVE REDEEMABLE PERPETUAL PREFERRED
STOCK
OF
YOUNGEVITY INTERNATIONAL, INC.
Pursuant to Section 151(g) of the
General Corporation Law of the State of Delaware
Youngevity
International, Inc., a corporation organized and existing under the
Delaware General Corporation Law (the “Corporation”)
DOES HEREBY CERTIFY:
That
pursuant to the authority expressly granted and vested in the Board
of Directors of the Corporation (the “Board”) by the
Certificate of Incorporation of the Corporation, the Board has
adopted the following resolutions increasing the number of
authorized shares of 9.75% Series D Cumulative Redeemable Perpetual
Preferred Stock of the Corporation:
RESOLVED, that pursuant to the
Certificate of Designation of the 9.75% Series D Cumulative
Redeemable Perpetual Preferred Stock of the Corporation (the
“Certificate of
Designation”), filed with the Secretary of State of
the State of Delaware on September 19, 2019, pursuant to
Section 151 of the Delaware General Corporation Law, the
Corporation was authorized to issue 460,000 shares of 9.75% Series
D Cumulative Redeemable Perpetual Preferred Stock, as a series of
the Corporation’s authorized Preferred Stock, par value
$0.001 per share; and, be it further
RESOLVED, that pursuant to the authority
expressly granted and vested in the Board in accordance with the
Certificate of Designation and the provisions of the Certificate of
Incorporation of the Corporation, the number of shares of the
series of Preferred Stock of the Corporation designated as 9.75%
Series D Cumulative Redeemable Perpetual Preferred Stock be, and
hereby is, increased from 460,000 shares to 650,000 shares; and, be
it further
RESOLVED, that each of the appropriate
officers of the Corporation be, and hereby are, authorized and
directed in the name and on behalf of the Corporation to execute
and file this Certificate of Increase (the “Certificate of
Increase”) with the Secretary of State of the State of
Delaware increasing the number of shares constituting the 9.75%
Series D Cumulative Redeemable Perpetual Preferred Stock from
460,000 shares to 650,000 shares and to take any and all other
actions deemed necessary or appropriate to effectuate this
resolution; and, be it further
RESOLVED,
that any officer of the Corporation be, and each hereby is,
authorized and directed in the name and on behalf of the
Corporation to prepare, file and deliver any and all notices or
other filings that may be required by applicable law as determined
by such officer(s), the Certificate of Designation or the
Certificate of Increase.
* * *
* *
IN
WITNESS WHEREOF, the Corporation has caused this Certificate of
Increase to be duly executed on its behalf by its undersigned
President as of December 17, 2019.
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By:
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/s/
David Briskie
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Name:
David Briskie
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Title:
President and Chief Financial Officer
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