AI assistant
Logiq, Inc. — Board/Management Information 2021
Mar 5, 2021
48016_rns_2021-03-05_18a3a3e8-caa4-4952-9a53-485a41db20ad.PDF
Board/Management Information
Open in viewerOpens in your device viewer
UNANIMOUS WRITTEN CONSENT
OF THE BOARD OF DIRECTORS
OF
WEYLAND TECH, INC.
Dated: July 31, 2020
THE UNDERSIGNED, being all of the members of the Board of Directors (the "Board") of Weyland Tech, Inc., a Delaware corporation (the "Corporation"), acting by unanimous written consent in lieu of a meeting in accordance with Section 141(f) of the Delaware General Corporation Law ("DGCL"), does hereby adopt the following resolutions with the same force and effect as if adopted at a duly convened meeting of the Board:
WHEREAS, the Board has determined that it is in the best interests of the Corporation and its stockholders to change the name of the Corporation:
NOW, THEREFORE, BE IT
RESOLVED, that the Corporation shall change its name to
Logiq, Inc.; and be it further
RESOLVED, that the form, terms and provisions of the Certificate of Amendment of the Certificate of Incorporation (the "Certificate"), substantially in the form as annexed hereto as Exhibit "A", is hereby authorized and approved and adopted in all respects; and be it further
RESOLVED, that the Board's decision to change the name of the Corporation and to file the Certificate shall be done absent stockholder approval in accordance with Section 242(b)(1) of the DGCL; and be it further
RESOLVED, the officers or any authorized person on behalf of the Corporation is hereby authorized and directed, in the name and on behalf of the Corporation, to execute, file and deliver the Certificate with the Secretary of State of the State of Delaware, with such additions or modifications thereto or deletions therefrom as such officers shall, in their sole discretion approve, the execution and delivery thereof to be conclusive evidence of the approved therefore; and be it further
RESOLVED, upon such approval and filing in Delaware, that the Corporation shall further notify and/or file with OTC Markets, FINRA and any other regulatory or self-regulatory agency, the Certificate and advise them of the name change, and if so desired by the officers of the Corporation, to further request a change of the Corporation's stock trading symbol as a result of the name change as indicated by the Certificate; and be it further
RESOLVED, that the officers of the Corporation be, and each of them hereby is, authorized to execute and deliver any and all agreements, notices, certificates and any and all other documents, and to take any and all such other actions as they or any of them shall deem necessary or appropriate for the purposes of carrying out the intent of the foregoing resolutions, and the authority of any
officer to execute and deliver any such other documents or to take such other actions shall be conclusively evidenced by his execution and delivery thereof or by his taking thereof; and be it further
RESOLVED, that the Crone Law Group, P.C. is hereby authorized and directed to file the Certificate with the Secretary of State of the State of Delaware and take any and all other actions in connection therewith, including, without limitation, the payment of the required filing fee.
This Unanimous Written Consent: (i) shall constitute a written waiver of any notice as may be required by the Bylaws of the Corporation or applicable law; (ii) may be executed in multiple counterparts and transmitted by facsimile, by electronic mail in portable document format ("PDF") form or by any other electronic means intended to preserve the original graphic and pictorial appearance of a party's signature, with each such counterpart, facsimile or PDF signature constituting an original and all of which together constituting one and the same original; and (iii) shall be effective for all purposes as of the last date set forth below.
[SIGNATURE PAGE TO FOLLOW]
(signed) "Brent Y. Suen"
Exhibit A
Board Consent
[Attached]
$\hat{\boldsymbol{\epsilon}}$
EXHIBIT "A"
CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION
CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF WEYLAND TECH, INC.
Under Section 242 of the Delaware General Corporation Law ("DGCL"),
IT IS HEREBY CERTIFIED THAT:
-
- The name of the corporation is Weyland Tech, Inc. (the "Corporation").
-
- The Corporation's certificate of incorporation ("Certificate of Incorporation") was filed with the Secretary of State of the State of Delaware on November 18, 2004 and amended on (i) March 1, 2007; (ii) August 2, 2011; (iii) January 14, 2013; (iv) April 10, 2013; (v) May 10, 2013; (vi) September 18, 2013; (vii) December 5, 2013; (viii) August 5, 2015; and (ix) February 25, 2020.
-
- This Certificate of Amendment to the Certificate of Incorporation ("Certificate") is filed pursuant to Section $242(a)(1)$ of the DGCL to reflect a change in the name of the Corporation from "Weyland Tech, Inc." to "Logiq, Inc.".
-
- Pursuant to Section 141(f) of the DGCL, this Certificate was authorized by the unanimous written consent of the board of directors of the Corporation on July 31, 2020, and absent stockholder approval pursuant to Section 242(b)(1) of the DGCL.
[Signature Page Follows]
(Signed) "Brent Y. Suen"
(Signed) "Lionel Choong"
(Signed) "Eddie Foong"
(Signed) "Matthew J. Burlage"
(Signed) "Ross O'Brien"
(Signed) "Brett Lay"
(Signed) "Wilson Rondini III"
WEYLAND TECH INC.
OFFICER'S CERTIFICATE
THE UNDERSIGNED, Brent Suen, Chief Executive Officer and President of Weyland Tech Inc., a Delaware corporation (the "Corporation"), does hereby attest and certify that:
Attached hereto as Exhibit A is a true and complete copy of resolutions duly adopted by unanimous written consent of the board of directors of the Corporation, dated as of July 31, 2020, authorizing the Corporation to change its name to "Logiq, Inc."
IN WITNESS WHEREOF, the undersigned has executed this Officer's Certificate on 3/ day of August, 2020.
(Signed) "Brent Suen" Brent Suen
31
(Signed) "John Kevin Lee"
