Item 5.07 Submission of Matters to a Vote of Security Holders.

On April 10, 2023, stockholders of Cardiff Lexington Corporation (the "Company") holding approximately 80% of the voting power of the Company's outstanding stock consented in writing to approve an amendment and restatement of the Company's Amended and Restated Articles of Incorporation to remove the terms of each series of preferred stock, which will instead be included in separate certificates of designation, and to remove certain other provisions that are covered under Nevada law or in the Company's Bylaws and are not necessary to include in the articles of incorporation (the "Charter Amendment"). For additional information regarding the provision that were removed, please see the Company's preliminary Information Statement on Schedule 14C filed with the Securities and Exchange Commission on April 13, 2023.

Such consent is sufficient under Nevada law and the Company's Amended and Restated Articles of Incorporation and Bylaws to approve the Charter Amendment. Stockholder approval of the Charter Amendment shall become effective on the 20th day following the filing and mailing to the Company's stockholders of a definitive Information Statement on Schedule 14C. The Company will promptly thereafter file the Charter Amendment with the Nevada Secretary of State.































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