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Exhibit 3.1.3
ARTICLES OF CORRECTION
TO THE AMENDED AND RESTATED
ARTICLES OF INCORPORATION OF TULLY'S COFFEE CORPORATION
These Articles of Correction to the Amended and Restated Articles of
Incorporation of Tully's Coffee Corporation, a Washington corporation, are
hereby executed by said Corporation in accordance with the provisions of RCW
23B.01.240.
1. The name of the Corporation is Tully's Coffee Corporation.
2. These Articles of Correction are being filed to correct a
Drafting error in Section 2.8(d) relating to cumulative voting
in connection with the election of directors. The language in
the Amended and Restated Articles of Incorporation incorrectly
stated that all shareholders (Preferred and Common) would be
entitled to cumulative voting in the election of directors.
The language of that Section should have referred only to
holders of Series A Preferred and not also to holders of
Common Stock.
3. Amended and Restated Articles of Incorporation of Tully's were
filed with the Secretary of State of the State of Washington
on October 26, 1999.
(i) These Articles of Correction are being filed to correct the
drafting error in Section 2.8(d) on page 10.
(ii) As corrected, Section 2.8(d) of the Amended and
Restated Articles of Incorporation shall read in its
entirety as follows:
d. VOTING RIGHTS. Each share of Series A Preferred Stock is entitled
to cast one vote for each share of Common Stock into which such share is then
convertible on all matters submitted to a vote of the Shareholders of the
Corporation, except in connection with the election of Directors of the
Corporation, in which case the holders of Series A Preferred Stock may
cumulate their votes and cast them all for one or more of the Director
candidates; provided, however, that so long as shares of Series A Preferred
Stock are outstanding, the Corporation shall not without first obtaining the
approval (by vote or written consent) of the holders of at least a majority
of the then outstanding shares of Series A Preferred Stock:
(i) alter or change the rights, preferences or privileges
of the shares of Series A Preferred Stock so as to
affect adversely the shares;
(ii) increase the authorized number of shares of Series A
Preferred Stock; or
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(iii) create any new class or series of stock or any other
securities convertible into equity securities of the
Corporation having a preference over or being on
parity with the Series A Preferred Stock with respect
to voting, dividends or upon liquidation.
IN WITNESS WHEREOF, the undersigned has executed these Articles of
Correction in an official and authorized capacity under penalty of perjury
this ____ day of August, 2000.
TULLY'S COFFEE CORPORATION
By:
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Stephen R. Griffin
Vice President - Finance & CFO
