ex101.htm












EXHIBIT 10.1







CORPORATE RESOLUTION OF THE BOARD OF DIRECTORS


OF


SIMLATUS CORPORATION







The following is a true copy of the resolution duly adopted by the Board of Directors of this Corporation at a special meeting, notice to this meeting having been waived, held via teleconference at 175 Joerschke Dr., Suite A, Grass Valley, CA 95945 on May 19, 2016.







The Members of the Board of Directors who were present for this meeting, all of whom took active part therein were:







Mike Schatz


Gary Tilden


Robert Stillwaugh







WHEREAS, the Board of Directors of the Corporation have agreed to cancel the exploration and development costs and the acquired oil and gas leased properties in California associated with Direct Capital Group, Inc.; whereas Simlatus Corporation and Direct Capital Group executed an agreement (See Exhibit-A) from Direct Capital Group Inc., to cancel the following note(s);



 




	  	 	
Original

	 	  	 	
Current

	 	 	
Principal

	 	 	
P & I

	 
	  	 	
Principal

	 	
Original

	 	
Interest

	 	 	
Balance

	 	 	
Balance

	 
	
Payee

	 	
Amount

	 	
Date

	 	
Rate

	 	 	
19/03/2016

	 	 	
19/03/2016

	 
	
Direct Capital Group

	 	 	80,000	 	
02/29/16

	 	 	8.00	%	 	 	80,000.00	 	 	$	81,298.00	 
	
Direct Capital Group

	 	 	80,000	 	
01/31/16

	 	 	8.00	%	 	 	80,000.00	 	 	$	81,806.00	 
	
Direct Capital Group

	 	 	80,000	 	
12/31/15

	 	 	8.00	%	 	 	80,000.00	 	 	$	82,350.00	 
	
Direct Capital Group

	 	 	80,000	 	
11/30/15

	 	 	8.00	%	 	 	80,000.00	 	 	$	82,893.00	 
	
Direct Capital Group

	 	 	80,000	 	
10/31/15

	 	 	8.00	%	 	 	80,000.00	 	 	$	83,818.00	 
	
Direct Capital Group

	 	 	240,000	 	
03/31/15

	 	 	8.00	%	 	 	24,000.00	 	 	$	282,319.00	 
	
Direct Capital Group

	 	 	360,000	 	
01/01/15

	 	 	8.00	%	 	 	360,000.00	 	 	$	423,204.00	 
	
Direct Capital Group

	 	 	48,000	 	
10/31/14

	 	 	8.00	%	 	 	45,157.00	 	 	$	49,572.00	 
	
Direct Capital Group

	 	 	360,000	 	
10/01/14

	 	 	22.00	%	 	 	360,000.00	 	 	$	463,029.00	 
	
Direct Capital Group

	 	 	48,000	 	
07/31/14

	 	 	22.00	%	 	 	-	 	 	$	8,919.00	 
	
Direct Capital Group

	 	 	48,000	 	
04/30/14

	 	 	22.00	%	 	 	23,000.00	 	 	$	38,060.00	 
	
Direct Capital Group

	 	 	16,000	 	
02/28/14

	 	 	22.00	%	 	 	-	 	 	$	3,561.00	 
	
Direct Capital Group

	 	 	16,000	 	
01/31/14

	 	 	22.00	%	 	 	-	 	 	$	-	 
	
Direct Capital Group

	 	 	16,000	 	
12/31/13

	 	 	22.00	%	 	 	-	 	 	$	-	 
	
Direct Capital Group

	 	 	16,000	 	
11/30/13

	 	 	22.00	%	 	 	-	 	 	$	-	 
	
Direct Capital Group

	 	 	16,000	 	
10/31/13

	 	 	22.00	%	 	 	-	 	 	$	-	 
	
Direct Capital Group

	 	 	11,000	 	
08/31/13

	 	 	22.00	%	 	 	-	 	 	$	-	 
	
Direct Capital Group

	 	 	14,072	 	
07/31/13

	 	 	22.00	%	 	 	72.00	 	 	$	5,013.00	 
	
Direct Capital Group

	 	 	11,000	 	
07/31/13

	 	 	22.00	%	 	 	-	 	 	$	-	 
	  	 	 	 	 	  	 	 	 	 	 	 	 	 	 	 	 	 
	
TOTALS

	 	$	1,620,072.35	 	  	 	 	 	 	 	$	1,212,229.00	 	 	$	1,685,842.00	 











  






NOW, THEREFORE, BE IT:







RESOLVED, that the Company acknowledges the agreement with Direct Capital Group, Inc. to extinguish certain notes.







The undersigned, do hereby certify that we are members of the Board of Directors of the Corporation; that the attached is a true and correct copy of resolution duly adopted and ratified at a meeting of the Board of Directors of the Corporation duly convened and held in accordance with its by-laws of the State of Nevada, as transcribed by us from the minutes; and that the same have not in any way been modified, repealed or rescinded and are in full force and effect.







IN WITNESS WHEREOF, We, have hereunto set our hands as Chief Executive Officer and Members of the Board of Directors of the Corporation.







Acknowledged by:







/s/ Gary B. Tilden                                                                           05-19-2016







Gary B. Tilden, CEO                                                                      Date







/s/ Mike Schatz                                                                              05-19-2016







Mike Schatz, COO                                                                          Date







/s/ Robert Stillwaugh                                                                    05-19-2016







Robert L Stillwaugh, Chairman                                                    Date