PHOENIX RHEUMATOLOGY CLINIC, P.C.

ARTICLES OF INCORPORATION OF PHOENIX RHEUMATOLOGY CLINIC, P.C.
The undersigned, for the purpose of forming a professional corporation under the laws of the State of Arizona, hereby adopt the following Articles of Incorporation:
ARTICLE I Name of the Corporation The name of the corporation shall be “Phoenix Rheumatology Clinic, P.C.”
ARTICLE II Corporate Purpose The purpose for which this professional corporation is organized is to practice medicine by and through its shareholders, directors, officers, employees and agents whom shall be licensed to practice medicine as provided under the laws of the State of Arizona. The corporation may employ ancillary personnel to work at the direction and under the supervision of the personnel who are licensed to practice, medicine, as provided by the Professional Corporation Act.
ARTICLE III Initial Place of Business The initial place of business of the corporation shall be 13657 West McDowell Road, Suite 204, Goodyear, AZ 85395, and such other locations as the directors may from time to time determine.
ARTICLE V Capital Stock The authorized capital stock of the corporation shall be 100,000 shares of common stock having no par value. None of these shares of stock of the corporation may be issued or transferred to or voted upon by anyone other than those qualified to own the shares pursuant to the provisions of A.R.S. §10-2220.
ARTICLE V Limitation of Liability The private property of the shareholders shall be exempt from liability for corporate debts except as provided under the applicable laws of the State of Arizona.
ARTICLE VI Board of Directors The initial Board of Directors shall consist of one member. The name and address of the person who is to serve as the director of the corporation until his successor is elected and qualified are: Ramin Sabahi, M.D., 13657 West McDowell Road, Suite 204, Goodyear, AZ 85395.
ARTICLE VII Incorporator The name and address of the incorporator of the corporation are: Ramin Sabahi, M.D., 13657 West McDowell Road, Suite 204, Goodyear, AZ 85395.
ARTICLE VIII Limitation of Director Liability No director of the corporation shall be personally liable to the corporation or its shareholders for monetary damages for any action taken or any failure to take any action as a director; provided, however, that this Article shall not eliminate or limit the liability of a director for (a) the amount of a financial benefit received by a director to which the director is not entitled; (b) an intentional infliction of harm on the corporation or the shareholders; (c) a violation of A.R.S. §10-833; or (d) any intentional violation of criminal law.
ARTICLE IX Indemnification The corporation may, and in all circumstances in which indemnification is mandatory by law shall, indemnify any person who incurs expenses or liabilities by reason of the fact such person is or was an officer, director, employee or agent of the corporation or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise.
ARTICLE X Statutory Agent The name and address of the initial statutory agent of the corporation are Milligan Lawless Taylor Murphy & Bailey, P.C., 4647 North 32nd Street, Suite 185, Phoenix, AZ 85018.
Dated: December 30, 2010. /s/ Ramin Sabahi, M.D., Incorporator.
1/21, 1/28, 2/4, 2011 editions Arizona Capitol Times