Item 5.03Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On December 26, 2019, Ando Holdings Ltd. (the "Company") filed with the State of
Nevada, a Certificate of Designation for its Series A preferred stock (the
"Certificate"). The Certificate was effective on December 26, 2019. The
Certificate establishes all of the rights of the holders of the Series A
Preferred Stock (the "Series A"), as related to the Series A, including, but not
limited to the lack of Series A conversion rights and voting rights, the six
percent (6%) interest rights, and the liquidation preference (collectively, the
"Rights"). On the same day, the Company also filed with State of Nevada, a
Certificate of Change for increasing its authorized shares by 10,000,000 so that
they consisted of 75,000,000 common stocks and 10,000,000 preferred stocks. The
Company distributed an Information Statement to its shareholders on December 6,
2019, describing that the Board of Directors of the Company and the majority of
the shareholders of the Company voted in favor of the rights. On November 22,
2019, the Board of Directors of the Company resolved to set the terms of the
Rights as found in the Certificate.
For a more detailed description of the Rights, please see the Certificate filed
as an exhibit hereto.
Item 9.01Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Exhibits
3.1 Certificate of Designation for Series A Preferred Stock
3.2 Certificate of Change for increase of authorized capital
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