TQLBD / Torque Lifestyle Brands, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Torque Lifestyle Brands, Inc.
US ˙ OTCPK

Mga Batayang Estadistika
CIK 1822529
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Torque Lifestyle Brands, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
November 23, 2021 253G2

OFFERING CIRCULAR SUPPLEMENT NO. 1 DATED NOVEMBER 22, 2021 (To the offering circular dated OCTOBER 25, 2021 and qualified on NOVEMBER 19, 2021) EXPLANATORY NOTE

Table of Contents File No. 024-11350 OFFERING CIRCULAR SUPPLEMENT NO. 1 DATED NOVEMBER 22, 2021 (To the offering circular dated OCTOBER 25, 2021 and qualified on NOVEMBER 19, 2021) EXPLANATORY NOTE This document (the "Supplement") supplements and should be read in conjunction with the offering circular of Torque Lifestyle Brands, Inc. (the "Company," "we," "us," or "our") dated October 25, 2021 an

November 17, 2021 CORRESP

TORQUE LIFESTYLE BRANDS, INC. 11427 West I-70 Frontage Road North Wheat Ridge, CO 80033

CORRESP 1 filename1.htm TORQUE LIFESTYLE BRANDS, INC. 11427 West I-70 Frontage Road North Wheat Ridge, CO 80033 November 17, 2021 Chris Edwards, Esq. Staff Attorney Division of Corporation Finance Office of Life Sciences United States Securities and Exchange Commission Washington, DC 20549 Re: Torque Lifestyle Brands, Inc. Post-Qualification Amended Offering Statement on Form 1-A Filed October 25,

November 4, 2021 PART II AND III

PRELIMINARY OFFERING CIRCULAR DATED NOVEMBER 3, 2021 SUBJECT TO COMPLETION TORQUE LIFESTYLE BRANDS, INC. 11427 West I-70 Frontage Road North Wheat Ridge, CO 80033 (719) 752-8459 UP TO 1,200,000,000 SHARES OF COMMON STOCK

Table of Contents Post-Qualification Offering Circular Amendment No. 2 File No. 024-11350 An offering statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. Information contained in this Preliminary Offering Circular is subject to completion or amendment. These securities may not be sold nor may offers to buy be accepted prior to

November 3, 2021 CORRESP

Suares & Associates Attorneys at Law 833 Flatbush Avenue Suite 100 Brooklyn, New York 11226

Suares & Associates Attorneys at Law 833 Flatbush Avenue Suite 100 Brooklyn, New York 11226 dsuares@suaresassociates.

October 25, 2021 EX1A-6 MAT CTRCT

ASSET PURCHASE AGREEMENT by and among TORQUE LIFESTYLE BRANDS, INC., “Purchaser" or “TOLB" SENSATUS GROUP, LLC “Seller" or "SenSat" Dated and Effective as of January 5, 2021

Exhibit 6.2 ASSET PURCHASE AGREEMENT by and among TORQUE LIFESTYLE BRANDS, INC., ?Purchaser" or ?TOLB" and SENSATUS GROUP, LLC ?Seller" or "SenSat" Dated and Effective as of January 5, 2021 This document is intended solely to facilitate discussions among the parties. This document is not intended to create, nor will it be deemed to create, a legally binding or enforceable offer or agreement of any

October 25, 2021 EX1A-6 MAT CTRCT

MANAGEMENT AND ADMINISTRATIVE SERVICES AGREEMENT Torque Lifestyle Brands, Inc. SUPPLEMENT GROUP (EUROPE) LTD.

Exhibit 6.1 MANAGEMENT AND ADMINISTRATIVE SERVICES AGREEMENT between Torque Lifestyle Brands, Inc. and SUPPLEMENT GROUP (EUROPE) LTD. THIS MANAGEMENT AND ADMINISTRATIVE SERVICES AGREEMENT (the “Agreement”) is entered into on May 10, 2021 and is effective as of the Effective Date set forth below. BETWEEN: (1) Supplement Group (Europe) Ltd., a Colorado corporation (the Manager”),and (2) Torque Lifes

October 25, 2021 PART II AND III

PRELIMINARY OFFERING CIRCULAR DATED OCTOBER ___, 2021 SUBJECT TO COMPLETION TORQUE LIFESTYLE BRANDS, INC. 11427 West I-70 Frontage Road North Wheat Ridge, CO 80033 (719) 752-8459 UP TO 1,200,000,000 SHARES OF COMMON STOCK

PART II AND III 2 torque1apos1.htm PART II AND III Table of Contents Post-Qualification Offering Circular Amendment No. 1 File No. 024-11350 An offering statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. Information contained in this Preliminary Offering Circular is subject to completion or amendment. These securities may not

October 25, 2021 EX1A-12 OPN CNSL

Suares & Associates Attorneys at Law 833 Flatbush Avenue Suite 100 Brooklyn, New York 11226

EX1A-12 OPN CNSL 9 torqueex1201.htm LEGALITY OPINION Exhibit 12.1 Suares & Associates Attorneys at Law 833 Flatbush Avenue Suite 100 Brooklyn, New York 11226 [email protected] Tel:  718-622-8450 Fax:  718-282-3113 October 25, 2021 Board of Directors Torque Lifestyle Brands, Inc. 11427 West I-70 Frontage Road North Wheat Ridge, CO 80033 Re: Torque Lifestyle Brands, Inc., Regulation A+, T

October 25, 2021 EX1A-6 MAT CTRCT

LIMITED LIABILITY COMPANY AGREEMENT OF ZERO TORQUE MANUFACTURING, LLC

Exhibit 6.3 LIMITED LIABILITY COMPANY AGREEMENT OF ZERO TORQUE MANUFACTURING, LLC This LIMITED LIABILITY COMPANY AGREEMENT OF ZERO TORQUE MANUFACTURING, LLC (the "Company") is made effective as of July 21, 2021 ("Effective Date") by and between Zero Day Nutrition Company, a Texas corporation (together with any permitted assignee or successor in interest thereof, "Zero Day") and Torque Lifestyle Br

October 25, 2021 EX1A-6 MAT CTRCT

SHARE PURCHASE AGREEMENT by and between GenTech Holdings Inc. "Purchaser" Or "GTEH” and TORQUE LIFESTYLE BRANDS, INC., "Seller" or "TQLB" SHARE PURCHASE AGREEMENT

Exhibit 6.4 SHARE PURCHASE AGREEMENT by and between GenTech Holdings Inc. "Purchaser" Or "GTEH” and TORQUE LIFESTYLE BRANDS, INC., "Seller" or "TQLB" SHARE PURCHASE AGREEMENT This SHARE PURCHASE AGREEMENT (the "Agreement") made and entered into the 1st day of September, 2021 (the "Execution Date"), by and between TQLB Holdings, Inc., a Colorado corporation ("TQLB" or the "Seller"), and GenTech Hol

October 25, 2021 EX1A-4 SUBS AGMT

FORM OF COMMON STOCK SUBSCRIPTION AGREEMENT

Exhibit 4.1 FORM OF COMMON STOCK SUBSCRIPTION AGREEMENT THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PE

October 25, 2021 EX1A-3 HLDRS RTS

CERTIFICATE OF AMENDMENT OF THE COMMON STOCK AND SERIES A PREFERRED STOCK FOR TORQUE LIFESTYLE BRANDS, INC.

Exhibit 3.5 CERTIFICATE OF AMENDMENT OF THE COMMON STOCK AND SERIES A PREFERRED STOCK FOR TORQUE LIFESTYLE BRANDS, INC. It is hereby certified that: 1. The name of the Corporation is Torque Lifestyle Brands, Inc. [hereinafter called the "Corporation"] 2. The Certificate of Incorporation, as amended, of the Corporation authorized: a. The Corporation is authorized to issue two classes of shares to b

December 29, 2020 CORRESP

Torque Lifestyle Brands, Inc. 11427 West I-70 Frontage Road North Wheat Ridge, Colorado 80033 (719) 752-8459 December 29, 2020

Torque Lifestyle Brands, Inc. 11427 West I-70 Frontage Road North Wheat Ridge, Colorado 80033 (719) 752-8459 December 29, 2020 Alan Campbell Division of Corporate Finance, Office of Life Sciences US Securities and Exchange Commission Washington, DC 20549 Re: Torque Lifestyle Brands, Inc. Offering Statement on Form 1-A File No. 024-11350 Request for Acceleration of Qualification Dear Mr. Campbell:

December 14, 2020 PART II AND III

- PART II AND III

Table of Contents An offering statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

December 14, 2020 CORRESP

December 14, 2020

ANTHONY MICHAEL PANEK Attorney Direct Dial: 801.323.2214 Mobile: 801.608.6017 [email protected] December 14, 2020 VIA EDGAR United States Securities and Exchange Commission Division of Corporate Finance Washington, D.C. 20549 Re: Torque Lifestyle Brands, Inc. Amendment No. 2 to Offering Statement on Form 1-A Filed December 4, 2020 File No. 024-11350 Ladies and Gentlemen: Thank you for your

December 4, 2020 EX1A-3 HLDRS RTS

- 3.2 PREFERRED STOCK PURCHASE AGREEMENT

EX1A-3 HLDRS RTS 14 torqueex0302.htm 3.2 PREFERRED STOCK PURCHASE AGREEMENT Exhibit 3.2 STOCK PURCHASE AGREEMENT FOR COMMODORE INTERNATIONAL CORP. (AKA REUNITE INVESTEMENTS, INC.) THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of the day of July 13, 2020 by and among Small Cap Compliance, LLC, a company located in Arizona, (the “Seller”), David Lovatt, a resident of the Florida, and L

December 4, 2020 EX1A-2A CHARTER

- NAME CHANGE AMENDMENT

Exhibit 2.10 A M D P C Page 1 of 2 Rev. 12/20/2016 Document must be filed electronically. Paper documents are not accepted. Fees & forms are subject to change. For more information or to print copies of filed documents, visit www.sos.state.co.us. ABOVE SPACE FOR OFFICE USE ONLY Articles of Amendment filed pursuant to † 7 - 90 - 301, et seq. and † 7 - 110 - 106 of the Colorado Revised Statutes (C.R

December 4, 2020 EX1A-2A CHARTER

- PREFERRED STOCK PURCHASE AGREEMENT

EX1A-2A CHARTER 16 torqueex0304.htm PREFERRED STOCK PURCHASE AGREEMENT Exhibit 3.4 STOCK PURCHASE AGREEMENT FOR COMMODORE INTERNATIONAL CORP. (AKA REUNITE INVESTEMENTS, INC.) THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of the day of July 13, 2020 by and among Small Cap Compliance, LLC, a company located in Arizona, (the “Seller”), David Lovatt, a resident of the Florida, and Leonar

December 4, 2020 EX1A-3 HLDRS RTS

- 3.1 CERTIFICATE OF AMENDMENT

EX1A-3 HLDRS RTS 13 torqueex0301.htm 3.1 CERTIFICATE OF AMENDMENT Exhibit 3.1 CERTIFICATE OF AMENDMENT OF THE COMMON STOCK AND CONVERTIBLE SERIES A PREFERRED STOCK FOR REUNITE INVESTMENTS INC. (FKA COMMODORE INTERNATIONAL CORP.) It is hereby certified that: 1. The name of the Corporation is Reunite Investments Inc., [hereinafter called the "Corporation"]. 2. The Certificate of Incorporation, as am

December 4, 2020 EX1A-2A CHARTER

- NAME CHANGE AMENDMENT

Exhibit 2.4 1 2

December 4, 2020 EX1A-3 HLDRS RTS

- 3.3 BOARD RESOLUTION CONSENTING TO PREFERRED STOCK PURCHASE AGREEMENT

Exhibit 3.3 COMMODORE INTERNATIONAL CORP. (AKA REUNITE INVESTMENTS INC.) Unanimous Written Consent Of Board of Directors In Lieu of Special Meeting The undersigned, being the Director of Commodore International Corp., a Colorado Corporation (the “Corporation”), hereby waives the calling or holding of a meeting of the board of directors of the Corporation (the “Board”), consents in writing as of th

December 4, 2020 EX1A-2A CHARTER

- CERTIFICATE OF INCORPORATION

EX1A-2A CHARTER 3 torqueex0201.htm CERTIFICATE OF INCORPORATION Exhibit 2.1 ARTICLES OF INCORPORATION Corporation Name: Tensleep Design, Inc. Principal Business Address: 2201 North Lamar Blvd, Suite 205, Austin, Texas 78705 Cumulative voting shares of stock is authorized Yes [X] No [] If duration is less than perpetual enter number of years. Preemptive rights are granted to shareholders. Yes [] No

December 4, 2020 EX1A-2A CHARTER

- NAME CHANGE AMENDMENT

EX1A-2A CHARTER 8 torqueex0206.htm NAME CHANGE AMENDMENT Exhibit 2.6 $125.00 $ 50.00 Document processing fee If document is filed on paper If document is filed electronically Fees & forms/cover sheets are subject to change. To file electronically, access instructions for this form/cover sheet and other information or print copies of filed documents, visit www.sos.state.co.us and select Business Ce

December 4, 2020 EX1A-2A CHARTER

- NAME CHANGE AMENDMENT

EX1A-2A CHARTER 5 torqueex0203.htm NAME CHANGE AMENDMENT Exhibit 2.3 Please include a typed self-addressed envelope ARTICLES OF AMENDMENT TO THE ARTICLES OF INCORPORATION CHANGE OF NAME Pursuant to the provisions of the Colorado Business Corporation Act, the undersigned corporation was adopted on April 23, 1999, as prescribed by the Colorado Business Corporation Act, in the manner marked with an X

December 4, 2020 EX1A-2A CHARTER

- NAME CHANGE AMENDMENT

EX1A-2A CHARTER 9 torqueex0207.htm NAME CHANGE AMENDMENT Exhibit 2.7 $125.00 $ 50.00 Document processing fee If document is filed on paper If document is filed electronically Fees & forms/cover sheets are subject to change. To file electronically, access instructions for this form/cover sheet and other information or print copies of filed documents, visit www.sos.state.co.us and select Business Ce

December 4, 2020 EX1A-2B BYLAWS

- BYLAWS

Exhibit 2.2 AMENDED AND RESTATED BYLAWS OF TORQUE LIFESTYLE BRANDS, INC. a Colorado Corporation Adopted by Resolution dated October 1, 2020 TABLE OF CONTENTS Page ARTICLE 1. OFFICES 1 1.1. Business Offices 1 1.2. Registered Office 1 ARTICLE 2. SHAREHOLDERS 1 2.1. Annual Meeting 1 2.2. Special Meetings 1 2.3. Place of Meeting 1 2.4. Notice of Meeting 1 2.4.(a) Content and Mailings Requirements 1 2.

December 4, 2020 EX1A-12 OPN CNSL

- 12.1 LEGALITY OPINION

EX1A-12 OPN CNSL 18 torqueex1201.htm 12.1 LEGALITY OPINION Exhibit 12.1 ANTHONY MICHAEL PANEK Attorney Direct Dial: 801.323.2214 General Dial: 801.531.8900 [email protected] November 20, 2020 Board of Directors Torque Lifestyle Brands, Inc. 1732 1st Avenue #25955 New York, New York 10128 Gentlemen: I have acted, at your request, as special counsel to Torque Lifestyle Brands, Inc., a Colorad

December 4, 2020 PART II AND III

- AMENDMENT NO. 1

Table of Contents An offering statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

December 4, 2020 EX1A-2A CHARTER

- NAME CHANGE AMENDMENT

Exhibit 2.8 $125.00 $ 50.00 Document processing fee If document is filed on paper If document is filed electronically Fees & forms/cover sheets are subject to change. To file electronically, access instructions for this form/cover sheet and other information or print copies of filed documents, visit www.sos.state.co.us and select Business Center. Paper documents must be typewritten or machine prin

December 4, 2020 EX1A-2A CHARTER

- NAME CHANGE AMENDMENT

Exhibit 2.9 $125.00 $ 25.00 Document processing fee If document is filed on paper If document is filed electronically Fees & forms/cover sheets are subject to change. To file electronically, access instructions for this form/cover sheet and other information or print copies of filed documents, visit www.sos.state.co.us and select Business Center. Paper documents must be typewritten or machine prin

December 4, 2020 EX1A-4 SUBS AGMT

- 4.1 FORM OF SUBSCRIPTION AGREEMENT

EX1A-4 SUBS AGMT 17 torqueex0401.htm 4.1 FORM OF SUBSCRIPTION AGREEMENT Exhibit 4.1 FORM OF COMMON STOCK SUBSCRIPTION AGREEMENT THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS

December 4, 2020 EX1A-2A CHARTER

- NAME CHANGE AMENDMENT

EX1A-2A CHARTER 7 torqueex0205.htm NAME CHANGE AMENDMENT Exhibit 2.5 $125.00 $ 50.00 Document processing fee If document is filed on paper If document is filed electronically Fees & forms/cover sheets are subject to change. To file electronically, access instructions for this form/cover sheet and other information or print copies of filed documents, visit www.sos.state.co.us and select Business Ce

December 4, 2020 CORRESP

December 4, 2020

ANTHONY MICHAEL PANEK Attorney Direct Dial: 801.323.2214 Mobile: 801.608.6017 [email protected] VIA EDGAR United States Securities and Exchange Commission Division of Corporate Finance Washington, D.C. 20549 Re: Torque Lifestyle Brands, Inc. Amendment No. 1 to Offering Statement on Form 1-A Filed November 23, 2020 File No. 024-11350 December 4, 2020 Ladies and Gentlemen: Thank you for your

November 23, 2020 EX1A-3 HLDRS RTS

- 3.2 PREFERRED STOCK PURCHASE AGREEMENT

Exhibit 3.2 STOCK PURCHASE AGREEMENT FOR COMMODORE INTERNATIONAL CORP. (AKA REUNITE INVESTEMENTS, INC.) THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of the day of July 13, 2020 by and among Small Cap Compliance, LLC, a company located in Arizona, (the “Seller”), David Lovatt, a resident of the Florida, and Leonard K. Armenta Jr, a resident of Colorado (the “Purchasers”). The Seller,

November 23, 2020 CORRESP

November 23, 2020

ANTHONY MICHAEL PANEK Attorney Direct Dial: 801.323.2214 Mobile: 801.608.6017 [email protected] VIA EDGAR United States Securities and Exchange Commission Division of Corporate Finance Washington, D.C. 20549 Re: Torque Lifestyle Brands, Inc. Offering Statement on Form 1-A Filed October 22, 2020 File No. 024-11350 November 23, 2020 Ladies and Gentlemen: Thank you for your comments of Novembe

November 23, 2020 PART II AND III

- AMENDMENT NO. 1

Table of Contents An offering statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

November 23, 2020 EX1A-3 HLDRS RTS

- 3.1 CERTIFICATE OF AMENDMENT

Exhibit 3.1 CERTIFICATE OF AMENDMENT OF THE COMMON STOCK AND CONVERTIBLE SERIES A PREFERRED STOCK FOR REUNITE INVESTMENTS INC. (FKA COMMODORE INTERNATIONAL CORP.) It is hereby certified that: 1. The name of the Corporation is Reunite Investments Inc., [hereinafter called the "Corporation"]. 2. The Certificate of Incorporation, as amended, of the Corporation authorizes: a. 500,000,000 shares of its

November 23, 2020 EX1A-2A CHARTER

- NAME CHANGE AMENDMENT

Exhibit 2.3 Please include a typed self-addressed envelope ARTICLES OF AMENDMENT TO THE ARTICLES OF INCORPORATION CHANGE OF NAME Pursuant to the provisions of the Colorado Business Corporation Act, the undersigned corporation was adopted on April 23, 1999, as prescribed by the Colorado Business Corporation Act, in the manner marked with an X below: FIRST: The name of the corporation is Tensleep De

November 23, 2020 EX1A-2A CHARTER

- NAME CHANGE AMENDMENT

Exhibit 2.6 $125.00 $ 50.00 Document processing fee If document is filed on paper If document is filed electronically Fees & forms/cover sheets are subject to change. To file electronically, access instructions for this form/cover sheet and other information or print copies of filed documents, visit www.sos.state.co.us and select Business Center. Paper documents must be typewritten or machine prin

November 23, 2020 EX1A-2A CHARTER

- CERTIFICATE OF INCORPORATION

Exhibit 2.1 ARTICLES OF INCORPORATION Corporation Name: Tensleep Design, Inc. Principal Business Address: 2201 North Lamar Blvd, Suite 205, Austin, Texas 78705 Cumulative voting shares of stock is authorized Yes [X] No [] If duration is less than perpetual enter number of years. Preemptive rights are granted to shareholders. Yes [] No [X] Stock information: (If additional space is needed, continue

November 23, 2020 EX1A-3 HLDRS RTS

- 3.3 BOARD RESOLUTION CONSENTING TO PREFERRED STOCK PURCHASE AGREEMENT

Exhibit 3.3 COMMODORE INTERNATIONAL CORP. (AKA REUNITE INVESTMENTS INC.) Unanimous Written Consent Of Board of Directors In Lieu of Special Meeting The undersigned, being the Director of Commodore International Corp., a Colorado Corporation (the “Corporation”), hereby waives the calling or holding of a meeting of the board of directors of the Corporation (the “Board”), consents in writing as of th

November 23, 2020 EX1A-2A CHARTER

- NAME CHANGE AMENDMENT

Exhibit 2.8 $125.00 $ 50.00 Document processing fee If document is filed on paper If document is filed electronically Fees & forms/cover sheets are subject to change. To file electronically, access instructions for this form/cover sheet and other information or print copies of filed documents, visit www.sos.state.co.us and select Business Center. Paper documents must be typewritten or machine prin

November 23, 2020 EX1A-2B BYLAWS

- BYLAWS

Exhibit 2.2 AMENDED AND RESTATED BYLAWS OF TORQUE LIFESTYLE BRANDS, INC. a Colorado Corporation Adopted by Resolution dated October 1, 2020 TABLE OF CONTENTS Page ARTICLE 1. OFFICES 1 1.1. Business Offices 1 1.2. Registered Office 1 ARTICLE 2. SHAREHOLDERS 1 2.1. Annual Meeting 1 2.2. Special Meetings 1 2.3. Place of Meeting 1 2.4. Notice of Meeting 1 2.4.(a) Content and Mailings Requirements 1 2.

November 23, 2020 EX1A-2A CHARTER

- NAME CHANGE AMENDMENT

Exhibit 2.10 A M D P C Page 1 of 2 Rev. 12/20/2016 Document must be filed electronically. Paper documents are not accepted. Fees & forms are subject to change. For more information or to print copies of filed documents, visit www.sos.state.co.us. ABOVE SPACE FOR OFFICE USE ONLY Articles of Amendment filed pursuant to † 7 - 90 - 301, et seq. and † 7 - 110 - 106 of the Colorado Revised Statutes (C.R

November 23, 2020 EX1A-2A CHARTER

- PREFERRED STOCK PURCHASE AGREEMENT

Exhibit 3.4 STOCK PURCHASE AGREEMENT FOR COMMODORE INTERNATIONAL CORP. (AKA REUNITE INVESTEMENTS, INC.) THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of the day of July 13, 2020 by and among Small Cap Compliance, LLC, a company located in Arizona, (the “Seller”), David Lovatt, a resident of the Florida, and Leonard K. Armenta Jr, a resident of Colorado (the “Purchasers”). The Seller,

November 23, 2020 EX1A-2A CHARTER

- NAME CHANGE AMENDMENT

Exhibit 2.9 $125.00 $ 25.00 Document processing fee If document is filed on paper If document is filed electronically Fees & forms/cover sheets are subject to change. To file electronically, access instructions for this form/cover sheet and other information or print copies of filed documents, visit www.sos.state.co.us and select Business Center. Paper documents must be typewritten or machine prin

November 23, 2020 EX1A-12 OPN CNSL

- 12.1 LEGALITY OPINION

EX1A-12 OPN CNSL 18 torqueex1201.htm 12.1 LEGALITY OPINION Exhibit 12.1 ANTHONY MICHAEL PANEK Attorney Direct Dial: 801.323.2214 General Dial: 801.531.8900 [email protected] November 20, 2020 Board of Directors Torque Lifestyle Brands, Inc. 1732 1st Avenue #25955 New York, New York 10128 Gentlemen: I have acted, at your request, as special counsel to Torque Lifestyle Brands, Inc., a Colorad

November 23, 2020 EX1A-2A CHARTER

- NAME CHANGE AMENDMENT

Exhibit 2.4 1 2

November 23, 2020 EX1A-4 SUBS AGMT

- 4.1 FORM OF SUBSCRIPTION AGREEMENT

Exhibit 4.1 FORM OF COMMON STOCK SUBSCRIPTION AGREEMENT THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PE

November 23, 2020 EX1A-2A CHARTER

- NAME CHANGE AMENDMENT

EX1A-2A CHARTER 9 torqueex0207.htm NAME CHANGE AMENDMENT Exhibit 2.7 $125.00 $ 50.00 Document processing fee If document is filed on paper If document is filed electronically Fees & forms/cover sheets are subject to change. To file electronically, access instructions for this form/cover sheet and other information or print copies of filed documents, visit www.sos.state.co.us and select Business Ce

November 23, 2020 EX1A-2A CHARTER

- NAME CHANGE AMENDMENT

EX1A-2A CHARTER 7 torqueex0205.htm NAME CHANGE AMENDMENT Exhibit 2.5 $125.00 $ 50.00 Document processing fee If document is filed on paper If document is filed electronically Fees & forms/cover sheets are subject to change. To file electronically, access instructions for this form/cover sheet and other information or print copies of filed documents, visit www.sos.state.co.us and select Business Ce

October 22, 2020 EX1A-3 HLDRS RTS

Certificate of Amendment

Exhibit 3.1 CERTIFICATE OF AMENDMENT OF THE COMMON STOCK AND CONVERTIBLE SERIES A PREFERRED STOCK FOR REUNITE INVESTMENTS INC. (FKA COMMODORE INTERNATIONAL CORP.) It is hereby certified that: 1. The name of the Corporation is Reunite Investments Inc., [hereinafter called the "Corporation"]. 2. The Certificate of Incorporation, as amended, of the Corporation authorizes: a. 500,000,000 shares of its

October 22, 2020 EX1A-3 HLDRS RTS

Preferred Stock Purchase Agreement between Small Cap Compliance and David Lovatt and Leonard Armenta

Exhibit 3.2 STOCK PURCHASE AGREEMENT FOR COMMODORE INTERNATIONAL CORP. (AKA REUNITE INVESTEMENTS, INC.) THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of the day of July 13, 2020 by and among Small Cap Compliance, LLC, a company located in Arizona, (the “Seller”), David Lovatt, a resident of the Florida, and Leonard K. Armenta Jr, a resident of Colorado (the “Purchasers”). The Seller,

October 22, 2020 EX1A-2A CHARTER

Certificate of Incorporation

Exhibit 2.1 ARTICLES OF INCORPORATION Corporation Name: Tensleep Design, Inc. Principal Business Address: 2201 North Lamar Blvd, Suite 205, Austin, Texas 78705 Cumulative voting shares of stock is authorized Yes [X] No [] If duration is less than perpetual enter number of years. Preemptive rights are granted to shareholders. Yes [] No [X] Stock information: (If additional space is needed, continue

October 22, 2020 EX1A-3 HLDRS RTS

Board Resolution consenting to Preferred Stock Purchase Agreement

Exhibit 3.3 COMMODORE INTERNATIONAL CORP. (AKA REUNITE INVESTMENTS INC.) Unanimous Written Consent Of Board of Directors In Lieu of Special Meeting The undersigned, being the Director of Commodore International Corp., a Colorado Corporation (the “Corporation”), hereby waives the calling or holding of a meeting of the board of directors of the Corporation (the “Board”), consents in writing as of th

October 22, 2020 EX1A-4 SUBS AGMT

Form of Subscription Agreement

Exhibit 4.1 FORM OF COMMON STOCK SUBSCRIPTION AGREEMENT THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PE

October 22, 2020 PART II AND III

- PART II AND III

Table of Contents An offering statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

October 22, 2020 EX1A-12 OPN CNSL

Legality Opinion

Exhibit 12.1 ANTHONY MICHAEL PANEK Attorney Direct Dial: 801.323.2214 General Dial: 801.531.8900 [email protected] October 21, 2020 Board of Directors Torque Lifestyle Brands, Inc. 1732 1st Avenue #25955 New York, New York 10128 Gentlemen: I have acted, at your request, as special counsel to Torque Lifestyle Brands, Inc., a Colorado corporation, (“Torque Lifestyle Brands, Inc.”) for the pur

October 22, 2020 EX1A-2B BYLAWS

- BYLAWS

Exhibit 2.2 AMENDED AND RESTATED BYLAWS OF TORQUE LIFESTYLE BRANDS, INC. a Colorado Corporation Adopted by Resolution dated October 1, 2020 TABLE OF CONTENTS Page ARTICLE 1. OFFICES 1 1.1. Business Offices 1 1.2. Registered Office 1 ARTICLE 2. SHAREHOLDERS 1 2.1. Annual Meeting 1 2.2. Special Meetings 1 2.3. Place of Meeting 1 2.4. Notice of Meeting 1 2.4.(a) Content and Mailings Requirements 1 2.

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