ADF DISCOUNT FLOORING, INC.

ARTICLES OF INCORPORATION OF ADF DISCOUNT FLOORING, INC.
1. Name. The name of the corporation shall be ADF Discount Flooring, Inc.
2. Incorporator. The name and address of the incorporator is as follows: Tony Becker. 12355 N. 54th Drive, Glendale, AZ 85304. All powers, duties and responsibilities of the incorporator shall cease at the time of delivery of these Articles of Incorporation to the Arizona Corporation Commission for filing.
3. Purpose. The purposes for which this corporation is organized include the transaction of any and all lawful business for which a corporation may be incorporated under the laws of the State of Arizona, as presently existing or hereafter amended. The character of business which the corporation initially intends actually to conduct in the State of Arizona is retail sales of flooring products.
4. Authorized Shares. The corporation shall have authority to issue 100,000 shares of no par value common stock.
5. Known Place of Business. The address of the known place of business of the Corporation is: P.O. Box 1400, Sun City, AZ 85372.
6. Directors. Two directors shall constitute the corporation’s initial board of directors. The initial directors and their addresses are: Tony Becker, 12355 N. 54th Drive, Glendale, AZ 85304; Donna Becker, 12355 N. 54th Drive, Glendale, AZ 85304. Hereafter, the bylaws of the corporation shall establish the number of directors.
7. Distributions from Capital Surplus. The board of directors of the corporation may from time to time distribute on a pro rata basis to its stockholders, out of capital surplus of the corporation, a portion of its assets in cash or property.
8. Repurchase of Shares. The corporation shall have the right to purchase its own shares to the extent of unreserved and unrestricted earned and capital surplus of the corporation.
9. Statutory Agent. The initial statutory agent for the corporation is Capital Legal Services, Inc., 7830 E. Evans Road, Scottsdale, AZ 85260.
10. Indemnification. The corporation shall indemnify all directors, officers, employees and agents of the corporation for liability for acts taken by them on behalf of the corporation. This indemnification shall be mandatory in all circumstances in which indemnification is permitted by law.
11. Director Liability. To the fullest extent permitted by the Arizona Revised Statutes as the same exists or may hereafter be amended, no director of the Corporation shall be liable to the corporation or its shareholders for money damages for any action taken or any failure to take any action as a director, except liability for (a) financial benefits to which the director was not entitled; (b) intentional infliction of harm on the corporation or its shareholders; (c) violation of the statute imposing liability for unlawful distributions and (d) any intentional violation of criminal law.
12. Preemptive Rights. The holders of common shares of stock of the corporation shall have preemptive rights to purchase any shares of the corporation hereafter issued or any securities exchangeable for or convertible into such shares or any warrants or other instruments evidencing rights or options to subscribe for, purchase, or otherwise acquire such shares. No resolution of the board of directors authorizing the issuance of shares may require the exercise of preemptive rights within less than thirty (30) days.
DATED this 29 day of December, 2010. /s/ Tony Becker. STATUTORY AGENT ACCEPTANCE. The undersigned, having been designated to act as Statutory Agent for the above-named Corporation, hereby consents to act in that capacity until renewal or resignation is submitted in accordance with the Arizona Revised Statutes. Capital Legal Services, Inc., /s/ illegible, 7830 E. Evans Road, Scottsdale, AZ 85260.
2/4, 2/11, 2/18, 2011 editions Arizona Capitol Times
Document prepared by www.capital-legal.com