ARTICLES
OF INCORPORATION OF [NAME]
The undersigned
subscriber to these Articles of Incorporation, a natural person
competent to contract, hereby forms a corporation under the
laws of the State of [NAME].
ARTICLE
I NAME
The name
of the corporation shall be [NAME].
ARTICLE
II NATURE OF BUSINESS
This corporation
may engage in or transact any and all lawful activities or
business permitted under the laws of the United States, the
State of [NAME], or any other state, county, territory or
nation.
ARTICLE
III CAPITAL STOCK
The maximum
number of shares of stock that this corporation is authorized
to have outstanding at any one time is [#] shares of common
stock having a par value of $l.00 per share.
ARTICLE
IV ADDRESS
The street
address of the initial registered office of the corporation
shall be [ADDRESS] and the name of the initial Registered
Agent for the corporation at that address is [NAME].
ARTICLE
V SPECIAL PROVISIONS
The stock
of this corporation is intended to qualify under the requirements
of Section 1244 of the Internal Revenue Code and the regulations
issued thereunder. Such actions as may be necessary shall
be deemed to have been taken by the appropriate officers to
accomplish this compliance.
ARTICLE
VI TERM OF EXISTENCE
This corporation
shall exist perpetually.
ARTICLE
VII LIMITATION OF LIABILITY
Each director,
stockholder and officer, in consideration for his services,
shall, in the absence of fraud, be indemnified, whether then
in office or not, for the reasonable cost and expenses incurred
by him in connection with the defense of, or for advice concerning
any claim asserted or proceeding brought against him by reason
of his being or having been a director, stockholder or officer
of the corporation or of any subsidiary of the corporation,
whether or not wholly owned, to the maximum extent permitted
by law. The foregoing right of indemnification shall be inclusive
of any other rights to which any director, stockholder or
officer may be entitled as a matter of law.
ARTICLE
VIII SELF DEALING
No contract
or other transaction between the corporation and other corporations,
in the absence of fraud, shall be affected or invalidated
by the fact that any one or more of the directors of the corporation
is or are interested in a contract or transaction, or are
directors or officers of any other corporation, and any director
or directors, individually or jointly, may be a party or parties
to, or may be interested in such contract, act or transaction,
or in any way connected with such person or person's firm
or corporation, and each and every person who may become a
director of the corporation is hereby relieved from any liability
that might otherwise exist from this contracting with the
corporation for the benefit of himself or any firm, association
or corporation in which he may be in any way interested. Any
director of the corporation may vote upon any transaction
with the corporation without regard to the fact that he is
also a director of such subsidiary or corporation.
This corporation
shall have a minimum of one director. The initial Board of
Directors shall consist of:
[NAME][NAME][NAME][NAME]
ARTICLE
X INCORPORATOR
The name
and address of the incorporator is: [ADDRESS]
IN WITNESS
WHEREOF, the undersigned has hereunto set his hand and seal
on this _____day of ___________________, 19 _____.
Incorporator:
[NAME]
STATE
OF [NAME]
COUNTY
OF [NAME]
The foregoing
instrument was executed and acknowledged before me this ________
day of _____________________, 19 ____, by [NAME].
[NAME]
Notary Public (SEAL)State of [NAME] My Commission Expires:
[DATE]