RICH CIGARS, INC. (OTCMKTS:RCGR) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03 Amendments to Articles of Incorporation or Bylaws;
Change in Fiscal Year.
On April 12, 2016, to Florida Statute 607.1003, the Board of
Directors and shareholders of Rich Cigars, Inc. (the Company)
approved an amendment to the Company’s Articles of Incorporation
in order to authorize a class of preferred stock, including
designating the rights and privileges of Series A of the
preferred stock. The number of authorized shares of preferred
stock is 11,000,000, $.001 par value per share, and the Series A
shall consist of 1,000,000 out of the 11,000,000 preferred
shares. The Record Holders of the Series A Preferred Shares shall
have that number of votes (identical in every other respect to
the voting rights of the holders of common stock entitled to vote
at any Regular or Special Meeting of the Shareholders) equal to
that number of common shares which is not less than 60% of the
vote required to approve any action, which Florida law provides
may or must be approved by vote or consent of the holders of the
holders of common shares or the holders of other securities
entitled to vote, if any. The effective date of the amendment to
the Articles of Incorporation is April 20, 2017, and the
amendment is attached hereto as Exhibit 3(i).1, and incorporated
herein by reference. The Certificate of Designation of Series A
Preferred Super Majority Voting Stock is also attached hereto as
Exhibit 4.1, and incorporated herein by reference.
Authority. to Florida Statute 607.1003 and the By-laws
of the Company, the shareholders approved the amendment to the
Articles of Incorporation authorizing preferred shares by written
consent of the majority stockholders of the Company on April 12,
2017. The Board of Directors approved the amendment on April 12,
State Filing. On April 18, 2017, the Company filed an
amendment to the Articles of Incorporation with the Florida
Department of State with an effective date of April 20, 2017. The
amendment, including the Certificate of Designation of Series A
Preferred Super Majority Voting Stock, as filed, is attached
hereto as Exhibit 3(i).1, and incorporated herein by reference.
Item 5.02 Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
Resignation of Reginald Saunders as Chief Marketing Officer
On April 14, 2017, Reginald Saunders resigned as Chief Marketing
Officer and a Director ofthe Company.Mr. Saunders’ resignation
was not the result of any disagreement with the policies,
practices or procedures of the Company. The majority of Directors
have voted to not fill the vacancy until further notice.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits. The following is a complete list of exhibits filed
as part of this Report. Exhibit numbers correspond to the numbers
in the exhibit table of Item 601of Regulation S-K.
Amendment to Articles of Incorporation of Rich Cigars,
Certificate of Designation of Series A Preferred Super
RICH CIGARS, INC. (OTCMKTS:RCGR) Recent Trading Information
RICH CIGARS, INC. (OTCMKTS:RCGR) closed its last trading session 00.000 at 0.646 with shares trading hands.