UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14C INFORMATION
Information Statement Pursuant to Section 14(c) of the Securities
Exchange Act of 1934 (Amendment No. )
Check the appropriate box:
☒ |
Preliminary Information Statement |
☐ |
Confidential, for Use of the Commission Only (as
permitted by Rule 14A-6(e)(2)) |
☐ |
Definitive Information Statement |
TRIBAL RIDES INTERNATIONAL CORP.
(Name of Registrant as Specified In Its Charter)
Payment of Filing Fee (Check the appropriate box):
¨ |
Fee computed on table below per Exchange Act
Rules 14c-5(g) and 0-11. |
|
(1) |
Title of
each class of securities to which transaction
applies:___________ |
|
(2) |
Aggregate
number of securities to which transaction
applies:___________ |
|
(3) |
Per unit
price or other underlying value of transaction computed pursuant to
Exchange Act Rule 0-11 (Set forth the amount on which the filing
fee is calculated and state how it was
determined):____________ |
|
(4) |
Proposed
maximum aggregate value of transaction:____________ |
|
(5) |
Total fee
paid:____________ |
¨ |
Fee
paid previously with preliminary materials. |
¨ |
Check
box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by
registration statement number, or the Form or Schedule and the date
of its filing. |
(1) |
Amount Previously Paid:___________ |
(2) |
Form,
Schedule or Registration Statement No.:___________ |
(3) |
Filing Party:___________ |
(4) |
Date
Filed:___________ |
TRIBAL RIDES INTERNATIONAL CORP.
26060 Acero
Mission Viejo, CA
92691
NOTICE OF ACTION BY WRITTEN CONSENT OF STOCKHOLDERS
NOTICE IS HEREBY GIVEN that the holders of a majority of the voting
power of the stockholders of Tribal Rides International Corp., a
Nevada corporation (the “Company” “we,” “us,”
or “our”), have approved the following action without a
meeting of stockholders in accordance with Section 78.2055 of the Nevada Revised
Statutes (the “NRS”):
|
· |
The
approval of an amendment to our Articles of Incorporation, as
amended (the “Articles of Incorporation”), to increase our
authorized shares from 50,000,000 shares to 500,000,000
shares. |
The action will become effective on or about the 20th
day after the definitive information statement is mailed to our
stockholders.
Stockholders of record at the close of business on January 26, 2023
(the “Record Date”), are entitled to receive a copy of this
information statement.
The enclosed information statement contains information pertaining
to the matters acted upon.
WE ARE NOT ASKING YOU FOR A PROXY,
AND YOU ARE REQUESTED NOT TO SEND US A PROXY
February [*],
2023 |
|
By Order of
the Board of Directors |
|
|
Joseph Grimes |
|
|
Chief Executive
Officer |
|
|
|
TRIBAL RIDES INTERNATIONAL CORP.
26060 Acero
Mission Viejo, CA
92691
INFORMATION STATEMENT
Action by Written Consent of Stockholders
GENERAL INFORMATION
WE ARE NOT ASKING YOU FOR A PROXY,
AND YOU ARE REQUESTED NOT TO SEND US A PROXY
This information statement is being furnished in connection with
the action by written consent of stockholders taken without a
meeting described in this information statement. We are mailing
this information statement to our stockholders of record on January
26, 2023.
What action was taken by written consent?
We obtained stockholder consent for the approval of an amendment to
our Articles of Incorporation to increase our authorized shares of
common stock, par value $0.00001 per share (the “Common
Stock”), from 50,000,000 to 500,000,000.
How many shares of voting stock were outstanding on January 26,
2023?
On January 26, 2023, we received the consent of the holders of a
majority of the voting power of our stockholders and there were
37,502,500 shares of Common Stock outstanding representing
37,502,500 votes.
What vote was obtained to approve the amendment to the Articles
of Incorporation described in this Information Statement?
We obtained the approval of the holders of 21,579,500 shares of Common Stock
or approximately 57.54% of the voting power of our
stockholders.
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
Information included in this Information Statement may contain
forward-looking statements within the meaning of Section 27A of the
Securities Act and Section 21E of the Securities Exchange Act of
1934, as amended (the “Exchange Act”). This information may
involve known and unknown risks, uncertainties and other factors
which may cause the Company's actual results, performance or
achievements to be materially different from future results,
performance or achievements expressed or implied by any
forward-looking statements. Forward-looking statements, which
involve assumptions and describe the Company’s future plans,
strategies and expectations, are generally identifiable by use of
the words “may,” “should,” “expect,” “anticipate,” “estimate,”
“believe,” “intend” or “project” or the negative of these words or
other variations on these words or comparable terminology. These
forward-looking statements are based on assumptions that may be
incorrect, and there can be no assurance that these projections
included in these forward-looking statements will come to pass. The
Company’s actual results could differ materially from those
expressed or implied by the forward-looking statements as a result
of various factors. The Company undertakes no obligation to update
publicly any forward-looking statements for any reason, even if new
information becomes available or other events occur in the
future.
AMENDMENT TO THE ARTICLES OF INCORPORATION
TO INCREASE AUTHORIZED SHARES OF COMMON STOCK FROM 50,000,000 TO
500,000,000
Our Board of Directors and the holders of a majority of the voting
power of our stockholders have approved an amendment to our
Articles of Incorporation to increase our authorized shares of
Common Stock from 50,000,000 to 500,000,000. The increase in our
authorized shares of Common Stock will become effective upon the
filing of the amendment to our Articles of Incorporation with the
Secretary of State of the State of Nevada. We will file the
amendment to our Articles of Incorporation to effect the increase
in our authorized shares of Common Stock (the “Amendment”)
approximately (but not less than) 20 days after the definitive
information statement is mailed to non-voting stockholders.
The form of the Certificate of Amendment to be filed with the
Secretary of State of the State of Nevada is set forth as
Appendix A to this Information Statement.
Outstanding Shares and Purpose of the Amendment
Our Articles of Incorporation currently authorize us to issue a
maximum of 50,000,000 shares of Common Stock, par value $0.00001
per share. As of January 26, 2023, we had 37,502,500 shares of
Common Stock issued and outstanding; however, we have entered into
a financing transaction which requires us to maintain a reserve of
shares for conversions of outstanding debt and exercise of warrants
which are at multiples of the number of shares from time to time
issuable thereunder. In addition, in order to obtain future
financings, we may be required to have additional authorized and
unissued shares reserved for issuance. A summary of our outstanding
financing transaction which, pursuant to its various terms,
requires the increase of authorized shares of Common Stock is as
follows:
Convertible Promissory Note
On November 10, 2021 (the “Issue Date”), we entered into a
Securities Purchase Agreement (the “SPA”) with AJB Capital
Investments, LLC, a Delaware limited liability company (the
“Lender”), for the purchase of a Convertible Promissory Note
in the principal amount of $290,000 (the “Note”). The Note
was to originally mature on May 10, 2021, but was extended for
six-months at our request to November 10, 2021. The Note accrues
interest at 10% per annum from the Issue Date and monthly interest
payments are due at the beginning of each month. In the event the
Note is extended for six months, the interest will accrue at 12%
per annum and, in the event of a default, interest will accrue at
20% per annum. This Note may not be prepaid, in whole or in part,
except as otherwise explicitly set forth herein with the written
consent of the Lender which may be withheld for any reason or for
no reason. The Note carries an original issue discount of
$29,000.
The Note is only convertible upon an Event of Default (as defined
in the Note) and is then convertible, in whole or in part, into
shares of our Common Stock at a conversion price equal to the
lesser of 90% (representing a 10% discount) multiplied by the
lowest trading price (i) during the previous 20 Trading Day (as
defined in the Note) period ending on the Issuance Date, or (ii)
during the previous 20 Trading Day period ending on date of
conversion of this Note (the “Conversion Price”). The
Conversion Price is subject to various adjustments, as specified in
the Note.
While the Note is issued and outstanding, we are required at all
times to have authorized and reserved five times the number of
shares that is actually issuable upon full conversion of the Note
(based on the Conversion Price of the Note in effect from time to
time) (the “Reserved Amount”). If, at any time we do not
maintain or replenish the Reserved Amount within three business
days of the request of the Lender, the principal amount of the Note
will increase by $5,000 per occurrence. If we fail to maintain our
status as “DTC Eligible” for any reason, or, if the Conversion
Price is less than $0.01 at any time after the Issue Date, the
principal amount of the Note will be increased by $5,000 and the
Conversion Price will be redefined to mean 50% multiplied by the
Market Price (as defined in the Note), subject to adjustments
(which includes an adjustment for anti-dilutive issuances). The
Note and the SPA also contain various restrictions and grant to the
Lender various rights.
Upon an Event of Default, the Note will become immediately due and
payable and we will pay to the Lender the Default Sum (as defined
in the Note) or the Default Amount (as defined in the Note).
The Note is governed by the SPA. The Note is also secured by all of
our Assets (as defined in the Security Agreement) as provided for
in the Security Agreement.
In addition to the issuance of the Note, we issued to the Lender,
as a commitment fee, $330,000 by issuing to the Lender 1,320,000
shares of our Common Stock at $0.25 per share (the “Commitment
Shares”). In addition to the issuance of the Note, we issued to
the Lender warrants to purchase 750,000 shares of our Common Stock
(the “Warrants”). Each Warrant is immediately exercisable at
$1.00 per share and expires three years from the Issuance Date. The
Warrants are subject to adjustments as provided in the warrant
agreement.
At any time following the issuance of the Commitment Shares, the
Lender may deliver to us a reconciliation statement showing the net
proceeds actually received by the Lender from the sale of the
Commitment Shares by the Lender and the shares issued upon the
exercise of the Warrants (the “Reconciliation”). If, as the
date of the Reconciliation, the Lender has not realized net
proceeds from the sale of the Commitment Shares equal to at least
$330,000, we will immediately take all required action necessary or
required in order to cause the issuance of additional shares of
Common Stock to the Lender in an amount sufficient such that, when
sold and the net proceeds are added to the net proceeds from
previous sales of the Commitment Shares, the Lender will have
received total net funds equal to $330,000.
If the Note is repaid in full on or prior to the initial maturity
date (without extension), we will have the right to redeem 660,000
shares of the Commitment Shares for $0.25 per share. The Lender is
subject to a leak-out provision for one year from the Issuance Date
that provides that it will not sell shares of our Common Stock
greater than (i) 20,000 shares, or (ii) 20% of the average trading
volume of our Common Stock for the five preceding Trading Days.
On November 10, 2022, we entered into the Modification-Extension of
Maturity Date with the Lender (the “First Extension
Agreement”) pursuant to which the maturity date of the Note was
extended until February 10, 2023. We also issued to the Lender
600,000 shares of our Common Stock the resales of which are
required to be registered by us in a registration statement to be
filed and registered with the U.S. Securities and Exchange
Commission (the “SEC”) no later than 180 days from the date
of the First Extension Agreement.
On January 31, 2023, we entered into the Modification-Extension of
Maturity Date with the Lender (the “Second Extension
Agreement”) pursuant to which the maturity date of the Note was
extended until August 10, 2023. We also issued to the Lender
1,000,000 shares of our Common Stock the resales of which, along
with the previously-issued 600,000 shares, are required to be
registered by us in a registration statement to be filed with the
SEC no later than August 10, 2023 and registered with the SEC no
later than October 31, 2023.
We currently have an aggregate of approximately 12,000,000 in total
share reserve requirements pursuant to the Note.
Warrants
We currently have issued warrants to purchase 750,000 shares of our
Common Stock which require the reservation of an aggregate of
750,000 shares of our Common Stock.
Options
We currently have awarded options to purchase 300,000 shares of our
Common Stock. The options were awarded under the Plan (as defined
below).
Stock Incentive Plan
We have adopted the 2020 Stock Incentive Plan (the “Plan”)
pursuant to which 2,500,000 shares are authorized for issuance. The
Plan requires the reservation of an aggregate of 2,500,000 shares
of our Common Stock.
Employment Agreements
CFO Employment Agreement
On November 19, 2021, our board of directors approved an Employment
Agreement dated effective November 17, 2021 with Don Smith (the
“CFO Agreement”), our Chief Financial Officer (the
“CFO”). Pursuant to the CFO Agreement, the CFO is entitled
to monthly cash compensation of $3,500 per month. In addition,
beginning January 1, 2022, the CFO will be awarded 1,000,000 shares
of our Common Stock annually for three years (the “CFO
Shares”). The CFO Shares will vest monthly. As of January 26,
2023, 1,000,000 CFO Shares had been issued.
The CFO Shares require the reservation of an aggregate of 2,000,000
shares of our Common Stock.
CTO Employment Agreement
On November 19, 2021, our board of directors approved an Employment
Agreement dated effective November 17, 2021 with Steven Ritacco
(the “CTO Agreement”), our Chief Technology Officer (the
“CTO”). Pursuant to the CTO Agreement, the CTO is entitled
to monthly cash compensation of $8,000 per month. In addition,
beginning January 1, 2022, the CTO will be awarded 1,000,000 shares
of our Common Stock annually for three years (the “CTO
Shares”). As of January 26, 2023, 1,000,000 CTO Shares had been
issued.
The CTO Shares require the reservation of an aggregate of 2,000,000
shares of our Common Stock.
The table below addresses our current outstanding shares, aggregate
convertible and share reserve requirements under our convertible
debt agreement, shares to be issued pursuant to warrant
exercises/reservations, shares to be issued pursuant to equity
compensation plans, and shares to be issued under employment
agreements as of January 26, 2023 (the record date):
Security |
|
Shares to be Reserved out of
Authorized |
Outstanding shares of Common Stock: |
|
37,502,500 shares of Common Stock |
Shares of Common Stock to be reserved pursuant to
outstanding convertible debt: |
|
12,000,000 shares of Common Stock |
Shares of Common Stock to be issued pursuant to
exercises/reserves of issued warrants: |
|
750,000
shares of Common Stock |
Shares of Common Stock to be issued pursuant to
equity compensation plans: |
|
2,500,000 shares of Common Stock |
Shares of Common Stock to be issued pursuant to
employment agreements: |
|
4,000,000 shares of Common Stock |
Shares of Common Stock to be reserved
for future investment: |
|
443,247,500 shares of Common
Stock |
Total: |
|
500,000,000 shares of Common
Stock |
Based on the above, the Board of Directors believes that the
increase in our authorized Common Stock will allow us to comply
with existing financing agreements and will also provide us greater
flexibility with respect to the Company’s capital structure for
purposes of obtaining additional financing.
Effects of the Increase in Authorized Common
Stock
In the event of conversions of outstanding convertible debt and the
exercise of options/warrants and the resulting increase in
outstanding shares of Common Stock, the additional shares of Common
Stock will have the same rights as the presently authorized shares,
including the right to cast one vote per share of Common Stock.
Although debt conversions and option/warrant exercises and the
authorization of additional shares will not, in itself, have any
effect on the rights of any holder of our Common Stock, the future
issuance of additional shares of Common Stock pursuant to the
conversions outstanding debt and exercise of options/warrants,
among others (other than by way of a stock split or dividend),
would have the effect of diluting existing stockholders.
At present, the Board of Directors has no specific plans to issue
the additional shares of Common Stock authorized by the Amendment
(except upon conversions outstanding debt and exercise of
options/warrants). However, we anticipate that some of these
additional shares will be used in the future for various purposes
without further stockholder approval, except as such approval may
be required in particular cases by our charter documents,
applicable law or the rules of any stock exchange or other
quotation system on which our securities may then be listed. These
purposes may include: raising capital, providing equity incentives
to employees, officers or directors, establishing strategic
relationships with other companies, and expanding our business
through the acquisition of other businesses.
We could also use the additional shares of Common Stock that will
become available pursuant to the Amendment to oppose a hostile
takeover attempt or to delay or prevent changes in control or
management of the Company. Although the Board’s approval of the
Amendment was not prompted by the threat of any hostile takeover
attempt, stockholders should be aware that the Amendment could
facilitate future efforts by us to deter or prevent changes in
control of the Company, including transactions in which our
stockholders might otherwise receive a premium for their shares
over then current market prices.
BENEFICIAL OWNERSHIP OF SECURITIES AND SECURITY OWNERSHIP OF
MANAGEMENT
The following table and footnotes thereto sets forth information
regarding the number of shares of common stock beneficially owned
by (i) each director and named executive officer of our company,
(ii) each person known by us to be the beneficial owner of 5% or
more of its issued and outstanding shares of common stock, and
(iii) named executive officers, executive officers, and directors
of the Company as a group. In calculating any percentage in the
following table of common stock beneficially owned by one or more
persons named therein, the following table assumes 37,502,500
shares of common stock issued and outstanding. Unless otherwise
further indicated in the following table, the footnotes thereto
and/or elsewhere in this Registration Statement, the persons and
entities named in the following table have sole voting and sole
investment power with respect to the shares set forth opposite the
shareholder’s name, subject to community property laws, where
applicable. Unless as otherwise indicated in the following table
and/or the footnotes thereto, the address of our named executive
officers and directors in the following table is: 26060 Acero,
Mission Viejo, CA 92691.
Name and Address of Beneficial
Owner |
|
Amount and
Nature of
Beneficial
Ownership(1) |
|
|
Percent
of Class(1) |
|
Named Executive Officers and
Directors |
|
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|
|
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Joseph Grimes |
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21,646,167(2) |
|
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57.62% |
|
Sanjay Prasad |
|
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1,466,667(3) |
|
|
3.90% |
|
Steven Ritacco |
|
|
1,456,666(4) |
|
|
3.85% |
|
Don
Smith |
|
|
1,249,999(5) |
|
|
3.31% |
|
Executive Officers, Named Executive Officers, and
Directors as a Group (4 Persons) |
|
|
25,819,499 |
|
|
67.59% |
|
___________________________
*Less than 1%
(1) |
Under Rule 13d-3 of the Exchange Act, a
beneficial owner of a security includes any person who, directly or
indirectly, through any contract, arrangement, understanding,
relationship, or otherwise has or shares: (i) voting power, which
includes the power to vote, or to direct the voting of shares; and
(ii) investment power, which includes the power to dispose or
direct the disposition of shares. Certain shares may be deemed to
be beneficially owned by more than one person (if, for example,
persons share the power to vote or the power to dispose of the
shares). In addition, shares are deemed to be beneficially owned by
a person if the person has the right to acquire the shares (for
example, upon exercise of an option) within 60 days of the date as
of which the information is provided. In computing the percentage
ownership of any person, the amount of shares outstanding is deemed
to include the number of shares beneficially owned by such person
(and only such person) by reason of these acquisition rights. As a
result, the percentage of outstanding shares of any person as shown
in the above table does not necessarily reflect the person’s actual
ownership or voting power with respect to the number of shares of
common stock actually outstanding on the January 26,
2023. |
|
|
(2) |
Includes 1,579,500 shares owned by Tribal Rides,
Inc. of which Mr. Grimes is Chief Executive Officer. Also includes
options to purchase 66,667 shares of the Company’s Common Stock
which have vested. |
|
|
(3) |
Includes options to purchase 66,667 shares of the
Company’s Common Stock which have vested. |
|
|
(4) |
Includes options to purchase 66,667 shares of the
Company’s Common Stock which have vested. Includes 83,333 shares
which have vested but have yet to be issued. Also includes 166,666
shares which will vest within 60 days of January 26,
2023. |
|
|
(5) |
Includes 83,333 shares which have vested but have
yet to be issued. Also includes 166,666 shares which will vest
within 60 days of January 26, 2023. |
DESCRIPTION OF SECURITIES
The Common Stock
We are authorized to issue 50,000,000 shares of common stock with
$0.00001 par value per share. As of January 24, 2023, there were
37,502,500 shares of common stock issued and outstanding.
Each share of common stock entitles the holder to one vote, either
in person or by proxy, at meetings of shareholders. The holders are
not permitted to vote their shares cumulatively. Accordingly, the
shareholders of our common stock who hold, in the aggregate, more
than fifty percent of the total voting rights can elect all of our
directors and, in such event, the holders of the remaining minority
shares will not be able to elect any of such directors. The vote of
the holders of a majority of the issued and outstanding shares of
common stock entitled to vote thereon is sufficient to authorize,
affirm, ratify or consent to such act or action, except as
otherwise provided by law.
Holders of common stock are entitled to receive ratably such
dividends, if any, as may be declared by the Board of Directors out
of funds legally available. We have not paid any dividends since
our inception, and we presently anticipate that all earnings, if
any, will be retained for development of our business. Any future
disposition of dividends will be at the discretion of our Board of
Directors and will depend upon, among other things, our future
earnings, operating and financial condition, capital requirements,
and other factors.
Holders of our common stock have no preemptive rights or other
subscription rights, conversion rights, redemption or sinking fund
provisions. Upon our liquidation, dissolution or windup , the
holders of our common stock will be entitled to share ratably in
the net assets legally available for distribution to shareholders
after the payment of all of our debts and other liabilities. There
are not any provisions in our Articles of Incorporation or our
Bylaws that would prevent or delay change in our control.
Olde Monmouth Stock Transfer acts as our transfer agent.
Nevada Anti-Takeover Laws
We are subject to the provisions of Section 203 of the NRS
regulating corporate takeovers. This statute prevents certain
Nevada corporations, under certain circumstances, from engaging in
a “business combination” with:
|
· |
a
stockholder who owns 15% or more of our outstanding voting stock
(otherwise known as an “interested stockholder”); |
|
|
|
|
· |
an affiliate of an interested
stockholder; or |
|
|
|
|
· |
an associate of an interested
stockholder, |
for three years following the date that the stockholder became an
interested stockholder.
A “business combination” includes a merger or sale of more than 10%
of our assets. However, the above provisions of Section 203 do
not apply if:
|
· |
our
board of directors approves the transaction that made the
stockholder an “interested stockholder” prior to the date of the
transaction; |
|
|
|
|
· |
after
the completion of the transaction that resulted in the stockholder
becoming an interested stockholder, that stockholder owned at least
85% of our voting stock outstanding at the time the transaction
commenced, other than statutorily excluded shares of common stock;
or |
|
|
|
|
· |
on or
subsequent to the date of the transaction, the initial business
combination is approved by our board of directors and authorized at
a meeting of our stockholders, and not by written consent, by an
affirmative vote of at least two-thirds of the
outstanding voting stock not owned by the interested
stockholder. |
Dividend Policy
We have never declared or paid any cash dividends on our common
stock and do not intend to pay dividends for the foreseeable
future.
DISSENTER’S RIGHTS
Under the NRS, holders of shares of Common Stock are not entitled
to dissenters’ rights with respect to any aspect of the Amendment,
and we will not independently provide holders with any such
right.
INTEREST OF CERTAIN PERSONS IN THE AMENDMENT
No director, executive officer, associate of any director or
executive officer or any other person has any substantial interest,
direct or indirect, by security holdings or otherwise, in the
Amendment which is not shared by all other holders of the shares of
Common Stock.
AVAILABLE INFORMATION
We are subject to the information and reporting requirements of the
Exchange Act and in accordance with such Act we file periodic
reports, documents and other information with the Securities and
Exchange Commission relating to our business, financial statements
and other matters. Such reports and other information may be
inspected and are available for copying at the public reference
facilities of the Securities and Exchange Commission at 100 F
Street, N.E., Washington D.C. 20549 or may be accessed
at www.sec.gov.
Appendix A
CERTIFICATE OF AMENDMENT
OF AMENDED ARTICLES OF INCORPORATION
TRIBAL RIDES INTERNATIONAL CORP.
(Pursuant to Section 242 of the
General Corporation Law of the State of Nevada)
Tribal Rides International Corp., a corporation organized and
existing under the laws of the State of Nevada (the
“Corporation”), hereby certifies as follows:
1. The
name of this corporation is Tribal Rides International Corp. The
Corporation’s original Articles of Incorporation was filed with the
Secretary of State of the State of Nevada on May 19, 2014, as
amended on May. 8, 2017, July 6, 2004, and February 24, 2021 (as
amended, the “Articles of Incorporation”).
2. The
Board of Directors of the Corporation duly adopted resolutions
proposing to amend the Articles of Incorporation, declaring such
amendment to be advisable and in the best interests of the
Corporation and its stockholders, and authorizing the appropriate
officers of the Corporation to solicit the consent of the
stockholders therefor.
3. The
amendment to the Articles of Incorporation set forth in paragraph 5
of this Certificate of Amendment was duly adopted by the Board of
Directors of the Corporation in accordance with the provisions of
Section 242 of the General Corporation Law of the State of
Nevada.
4. The
amendment to the Articles of Incorporation set forth in paragraph 5
of this Certificate of Amendment was duly approved by the
stockholders of the Corporation in accordance with the provisions
of Sections 228 and 242 of the General Corporation Law of the State
of Nevada.
5. Article
3 of the Articles of Incorporation is hereby amended and restated
in its entirety as follows:
“3. The
total number of shares which the corporation shall have authority
to issue is: Five Hundred Million (500,000,000), $0.00001 par
value.
IN WITNESS WHEREOF, the Corporation has caused this Certificate of
Amendment to be signed by a duly authorized officer of the
Corporation on this [ ] day of February
2023.
|
Tribal Rides International
Corp. |
|
|
|
|
|
/s/ |
|
Joseph Grimes |
|
CEO |
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