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ARTICLES OF INCORPORATION
Domestic Stock Corporation

In compliance with the requirements of the General Corporation Law of California, and for the purposes of forming a for-profit business corporation in California, the undersigned desire to form a corporation according to the following Articles of Incorporation.

  1. Corporate Name
  2. The name of the corporation is ____________________ (the "Corporation").
  3. Purpose
  4. The purpose of the Corporation is to engage in any lawful act or activity for which a corporation may be organized under the General Corporation Law of California other than the banking business, the trust company business or the practice of a profession permitted to be incorporated by the California Corporations Code.
  5. Duration
  6. The duration of the Corporation is perpetual.
  7. Initial Agent for Service of Process
  8. The initial agent for service of process is a natural person. The street address of the initial agent for service of process is ____________________, __________, California, __________. The name of the initial Registered Agent at this Registered Office is __________.
  9. Initial Street Address of the Corporation
  10. The inital street address of the Corporation is:
    __________, __________, California, __________.
  11. Initial Mailing Address of the Corporation
  12. The initial mailing address of the Corporation is:
    __________, __________, California, __________
  13. Initial Director
  14. The initial board of directors will consist of one director (individually the "Director" and collectively the "Board of Directors"  The name and address of the person who is to serve as Director until the first annual meeting of shareholders or until successors are elected and qualified is set out below.
    Name Address City State Zip Code
    __________ __________ __________ California __________
  15. Authorized Capital
  16. Class A Shares
  17. The Corporation is authorized to issue a single class of shares. The total number of shares authorized is 0 Class A par value shares and the par value of each of the authorized Class A shares is $0.00 US Dollars. This class of shares is entitled to receive the net assets of the Corporation on dissolution.

    The Class A voting, cumulative  shares will have the following rights and privileges attached to them and be subject to the following conditions and limitations:

    1. The holders of Class A shares will be entitled to receive, as and when declared by the Board of Directors out of the monies of the Corporation properly applicable to the payment of dividends, cumulative, cash dividends, at the rate to be set by the Board of Directors.
    2. The holders of Class A shares will be entitled to one vote for each Class A share held, and will be entitled to receive notice of and to attend all meetings of the shareholders of the Corporation.
    3. In the event of liquidation, dissolution, or winding up of the Corporation, the Class A shareholders will be entitled to share equally, share for share, in the distribution of the assets of the Corporation.
  18. Preemptive Rights
  19. The shareholders of the Corporation have the preemptive right to purchase any new issue of stock in proportion to their current equity percentage. A shareholder may waive any preemptive right.
  20. Amend or Repeal Bylaws
  21. Bylaws may be adopted, amended, or repealed either by approval of the outstanding shares or by the approval of the Board of Directors except where limited by Corporations Code section 212(a).
  22. Fiscal Year End
  23. The fiscal year end of the Corporation is ______ day of ________________.
  24. Indemnification of Officers, Directors, Employees and Agents
  25. The Corporation is authorized to indemnify agents to the fullest extent permissible under California law.
  26. Limitation of Liability
  27. The liability of the Board of Directors of the Corporation for monetary damages shall be eliminated to the fullest extent permissible under California law.
  28. Execution
  29. I, the undersigned, for the purpose of forming a corporation under the California General Corporation Law, do make, file and record this document, and do certify that the facts stated in this document are true, and I have accordingly set my hand to this document this _____________day of _______________, A.D. 20______.

    BY:

    _________________________________________
    __________ (Initial Director)

State of California                         )
                                                      ) ss.
County of ___________________)

On the ______________________, before me, ___________________________ personally appeared: __________, who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in her/his authorized capacities, and that by her/his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.



______________________________
Notary Public


______________________________
(print name)
 
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