MCSO TECHNOLOGY POSSE, INC. ARTICLES OF INCORPORATION OF A TAX-EXEMPT (Arizona Non-Profit…

MCSO TECHNOLOGY POSSE, INC.


ARTICLES OF INCORPORATION OF A TAX-EXEMPT (Arizona Non-Profit Corporation)
1. Name: The name of the Corporation is MCSO TECHNOLOGY POSSE, INC.
2. Purpose: The purpose for which the corporation is organized is: Technology services for law enforcement agencies.
3. Character of Affairs: The character of affairs of the corporation will be: Technology services for law enforcement agencies.
4. No part of the net earning of the corporation shall inure to the benefit of, or be distributable to its members, directors, officers, or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article 2. No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene in (including the publishing or distribution of statements,) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of these Articles, the corporation shall not carry on any other activities not permitted to be carried on: (a) by a corporation exempt from Federal Income Tax under Section 501c3 of the United States Internal Revenue Code (or the corresponding provision of any future United States Internal Revenue Law) or: (b) by a corporation, contributions to which are deductible under Section 501c3 of the United States Internal Revenue Code (or the corresponding provisions of any future United States Internal Revenue Laws).
5. Upon the dissolution of the corporation, the Board of Directors shall, after paying or making provision for the payment of all of the liabilities of the corporation, dispose of all its assets exclusively for the purposes of the corporation in such a manner, or to such organizations organized and operated exclusively for charitable, educational, religious or scientific purpose as shall at the time qualify as an exempt organization or organizations under Section 501c3 of the United States Internal Revenue Code (or the corresponding provision of any future United States Internal Revenue Laws) as the Board of Directors shall determine. Any such assets not disposed of shall be disposed of by the Superior Court of the county in which the principal office of the corporation is then located, exclusively for such purpose or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purpose.
6. The power of indemnification under the Arizona Revised Statutes shall not be denied or limited by the bylaws.
7. Board of Directors: The initial board of directors shall consist of 2 director(s). The name(s) and address(es) of the person(s) who is(are) to serve as the director(s) until the first annual meeting of the members, if a member corporation, or Board of Directors, if the corporation has no members, or until his(her)(their) successor(s) is(are) elected and qualifies is(are): Brian Carlin, 3219 E. Camelback Rd. Suite 455, Phoenix, AZ 85018; Brendan Trossen, 3219 E. Camelback Rd. Suite 455, Phoenix, AZ 85018. The number of persons to serve on the board of directors thereafter shall be fixed by the Bylaws.
8. Known Place of Business: (In Arizona) The street address of the known place of business of the Corporation is: 3219 E. Camelback Rd. Suite 455, Phoenix, AZ 85018.
9. Statutory Agent: (In Arizona) The name and address of the statutory agent of the Corporation is: Corporation Service Company, 2338 W. Royal Palm Road, Suite J, Phoenix, AZ 85021.
10. Incorporators: The name(s) and address(es) of the incorporator(s) is (are): Brian Carlin, 3219 E. Camelback Rd. Suite 455, Phoenix, AZ 85018; Brendan Trossen, 3219 E. Camelback Rd. Suite 455, Phoenix, AZ 85018. All powers, duties and responsibilities of the incorporators shall cease at the time of delivery of these Articles of Incorporation to the Arizona Corporation Commission.
11. [ ] Check this box, if this provision will apply to your corporation. DISCRIMINATION: The corporation will not practice or permit discrimination on the basis of sex, race, national origin, religion, physical handicap or disability.
12. MEMBERS: (Check One) The corporation [ ] will have members [X] will not have members.
Executed this 9th day of December, 2010 by all of the incorporators. Signed: /s/ Brian Carlin; /s/ Brendan Trossen. PHONE 888-846-8901. Acceptance of Appointment By Statutory Agent. The undersigned hereby acknowledges and accepts the appointment as statutory agent of the above-named corporation effective this 9th day of December, 2010. Corporation Service Company, Signed By: /s/ Shakir Pettyjohn, Asst. Vice President.
1/28, 2/4, 2/11, 2011 editions Arizona Capitol Times

YOURLAND CONDOMINIUM ASSOCIATION ARTICLES OF INCORPORATION OF YOURLAND CONDOMINIUM ASSOCIATION ARTICLE I…

YOURLAND CONDOMINIUM
ASSOCIATION


ARTICLES OF INCORPORATION OF YOURLAND CONDOMINIUM ASSOCIATION
ARTICLE I NAME The name of the corporation is Yourland Condominium Association.
ARTICLE II DEFINED TERMS Capitalized terms used in these Articles without definition shall have the meanings specified for such terms in the Arizona Condominium Act, A.R.S. §33-1201, et seq., and the Condominium Declaration for Yourland Condominium recorded in the official records of the County Recorder of Maricopa County, Arizona, as amended from time to time. This corporation may be referred in these Articles of Incorporation as the “Corporation” or as the “Association”.
ARTICLE III KNOWN PLACE OF BUSINESS The known place of business of the Association shall be located at 2005 N. Central Avenue, Suite 100, Phoenix, AZ 85004.
ARTICLE IV STATUTORY AGENT Mariscal, Weeks, McIntyre & Friedlander, P.A., whose address is 2901 N. Central Avenue, Suite 200, Phoenix, AZ 85012 and who is a resident of the State of Arizona, is hereby appointed and designated as the initial statutory agent for the Corporation.
ARTICLE V CHARACTER OF BUSINESS The Association is organized as a nonprofit corporation under the Arizona Nonprofit Corporation Act. The character of the business which the Association intends to conduct in Arizona is to (a) constitute the Association referred to in the Declaration; (b) provide for the management, maintenance and care of the Common Elements; (c) exercise and perform such other powers and duties as are imposed on or granted to the Association under the Condominium Act and the Condominium Documents.
ARTICLE VI MEMBERSHIP AND VOTING RIGHTS The Members of the Association shall be the Unit Owners. All Unit Owners shall be mandatory members of the Association, and no Member shall have the right to resign as a member of the Association. By acquiring fee title to or otherwise becoming the Unit Owner of a Unit, a Person consents to becoming a member of the Association. Each Unit Owner shall have such rights, privileges and votes in the Association as are set forth in the Condominium Documents. The provisions of the Condominium Declaration with respect to membership in the Association and the voting rights of the Members are hereby incorporated in these Articles by reference.
ARTICLE VII BOARD OF DIRECTORS The number of directors constituting the initial Board of Directors shall be two (2). The names and address of the initial directors of the Association who shall serve as until their death, resignation or removal are as follows: Name: Daniel Wilhelm, Mailing Address: 2005 N. Central Avenue, Suite 100, Phoenix, AZ 85004; Sloane McFarland, 4404 N. Central Avenue, Space 3, Phoenix, AZ 85012. The number of directors may be changed from time to time by the Board of Directors, but the number of directors may not be less than one (1) nor more than nine (9) and must be an odd number. After the expiration of the Period of Declarant Control, the number of directors must be at least three (3). The Board of Directors shall adopt the initial Bylaws of the Association. The power to alter, amend or repeal the Bylaws is reserved to the Members except that during the Period of Declarant Control, the Declarants, without the consent of any Unit Owner, may amend the Bylaws in order to: (a) comply with the Condominium Act or any other applicable law if the amendment does not adversely affect the rights of any Unit Owner; (b) correct any error or inconsistency in the Bylaws if the amendment does not adversely affect any Unit Owner; or (c) comply with the regulations or guidelines in effect from time to time of any governmental or quasi-governmental entity or federal corporation guaranteeing or insuring mortgage loans or governing transactions involving mortgage instruments including, without limitation, the Federal National Mortgage Association, the Federal Home Loan Mortgage Corporation, the Federal Housing Administration or the Veterans Administration. Any amendment to the Bylaws made by the Declarants must be approved by all Declarants which own one or more Units at the time of the amendment.
ARTICLE VIII OFFICERS The following persons shall be the initial officers of the Association and shall hold the positions opposite their name until the first annual meeting of the Association and until their death, resignation or removal or until their successors have been elected and qualified: Sloane McFarland – President; Daniel Wilhelm – Vice President; Daniel Wilhelm – Secretary; Sloane McFarland – Treasurer.
ARTICLE IX LIMITATION ON LIABILITY OF DIRECTORS The personal liability of a director of the Association to the Association or its Members for money damages for any action taken or any failure to take any action as a director is hereby eliminated to the fullest extent permitted by the Arizona Nonprofit Corporation Act, as amended from time to time. Any repeal or modification of this Article IX shall be prospective only and shall not adversely affect the personal liability of a director or prior director for any act or omission occurring prior to the effective date of such repeal or modification.
ARTICLE X DISSOLUTION The Association may be dissolved with the consent given in writing and signed by Members holding not less than eighty percent (80%) of the total votes in the Association. So long as the Declarant owns one or more Units, the Association may not be dissolved without the prior written approval of the Declarant.
ARTICLE XI AMENDMENTS These Articles may be amended by Members holding at least sixty-seven percent (67%) of the total votes in the Association, except that during the Period of Declarant Control the Declarants shall have the right to amend these Articles in order to: (a) comply with the Condominium Act or any other applicable law if the amendment does not adversely affect the rights of any Unit Owner; (b) correct any error or inconsistency in the Bylaws if the amendment does not adversely affect any Unit Owner; or (c) comply with the requirements or guidelines in effect from time to time of any governmental or quasi-governmental entity or federal corporation guaranteeing or insuring mortgage loans or governing transactions involving mortgage instruments, including, without limitation, the Federal National Mortgage Association, the Federal Home Loan Mortgage Corporation, the Federal Housing Administration or the Veterans Administration. Any amendment to these Articles must be approved in writing by the Declarant so long as the Declarant owns one or more Units. Any amendment to these Articles made by the Declarants must be approved by all Declarants which own one or more Units at the time of the amendments.
ARTICLE XII INDEMNIFICATION The Association shall indemnify any person made a party to any civil suit or criminal, administrative or investigative action, other than an action by or in the right of the Association, by reason of the fact that he is or was a member, director, officer, employee or agent of the Association against expenses, including attorneys’ fees, and judgments, fines and amounts paid in settlement actually and reasonably incurred by him in connection with such action, if he acted, or failed to act, in good faith and he reasonably believed (a) in the case of conduct in an official capacity with the Association, that the conduct was in its best interest, (b) in all other cases, that the conduct was at least not opposed to its best interests and (c) in the case of any criminal action or proceeding, that he had no reasonable cause to believe the conduct was unlawful. Any indemnification of the members, directors, officers, employees or agents of the Association shall be governed by and made in accordance with the Arizona Nonprofit Corporation Act. The intent of this Article XII is to require the Association to indemnify its directors and officers to the greatest extent permitted by the Arizona Nonprofit Corporation Act. Any repeal or modification of this Article XII shall be prospective only and shall not adversely affect, defeat or limit the right of any person to indemnification for any act, or failure to act, occurring prior to the effective date of such repeal or modification prospective only and shall not adversely affect, defeat or limit the right of any person to indemnification for any act, or failure to act, occurring prior to the effective date of such repeal or modification.
ARTICLE XIII DURATION The Corporation shall exist perpetually.
ARTICLE XIV INCORPORATOR The name and address of the incorporator of this Association is: Name: Daniel Wilhelm, Address: 2005 N. Central Avenue, Suite 100, Phoenix, AZ 85004.
Dated this 21st day of December, 2010. /s/ Daniel Wilhelm. ACCEPTANCE OF APPOINTMENT AS STATUTORY AGENT. The undersigned, having been designated to act as statutory agent for this corporation, hereby accepts such appointment and agrees to act in that capacity until removal or resignation is submitted in accordance with applicable provisions of the Arizona Revised Statutes. Dated this 30th day of December, 2010. Mariscal, Weeks, McIntyre & Friedlander, P.A., By: /s/ Donald E. Dyekman.
1/28, 2/4, 2/11, 2011 editions Arizona Capitol Times

TOLLESON WOMAN’S CLUB, INC. ARTICLES OF INCORPORATION OF TOLLESON WOMAN’S CLUB, INC….

TOLLESON WOMAN’S CLUB, INC.


ARTICLES OF INCORPORATION OF TOLLESON WOMAN’S CLUB, INC.
ARTICLE I NAME: The name of the corporation is TOLLESON WOMAN’S CLUB, INC.
ARTICLE II CHARACTER OF AFFAIRS AND PURPOSE: The purpose for which this Corporation is organized is the transaction of any or all lawful business for which non-profit corporations may be incorporated under the laws of the State of Arizona, as they may be amended from time to time. The initial character of affairs of the Corporation are to conduct fund-raising activities to provide funds and/or other general basic needs and scholarships to children as determined by the Board of Directors. No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to, its members, directors, officers of other private persons. No substantial part of the activities of the Corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the Corporation shall not participate in, or intervene in (including the publishing and distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of these Articles, the Corporation shall not carry on any other activities not permitted to be carried on by a corporation exempt from Federal Income Tax under §501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law). Upon the dissolution of the Corporation, the Board of Directors shall, after paying or making provision for the payment of all the liabilities of the corporation, dispose of all of the assets exclusively for the purposes of the Corporation in such manner or to such organization or organizations organized and operated exclusively for charitable, educational, religious or scientific purpose as shall, at the time, qualify as an exempt organization or organizations under §501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Laws) as the Board of Directors shall determine.
ARTICLE III BOARD OF DIRECTORS: There shall be no less than two (2) and no more than six (6) Directors or as amended by the corporations bylaws. The names, and addresses of the persons who are to serve as Directors until the first annual meeting of Directors or until their successors are elected and qualified are: Terrie Ulsh, 3430 N. 86th Lane, Phoenix, AZ 85037; Clorinda Erives, 8906 W. Alzora Way, Tolleson, AZ 85353.
ARTICLE IV INDEMNIFICATION: The power of indemnification under the Arizona Revised Statutes shall not be denied or limited by the bylaws.
ARTICLE V KNOWN PLACE OF BUSINESS: The initial mailing address of the place of business of the Corporation is P.O. Box 485, Tolleson, AZ 85353.
ARTICLE VI STATUTORY AGENT: The name and address of the initial statutory agent of the Corporation is: Terrie Ulsh, 3430 N. 86th Lane, Phoenix, AZ 85037.
ARTICLE VII INCORPORATORS: The names and addresses of the incorporators are: Terrie Ulsh, 3430 N. 86th Lane, Phoenix, AZ 85037; Clorinda Erives, 8906 W. Alzora Way, Tolleson, AZ 85353. All powers, duties and responsibilities of the incorporators shall cease at the time of delivery of these Articles of Incorporation to the Arizona Corporation Commission.
ARTICLE VIII MEMBERS: This Corporation will have members.
ARTICLE IX DISCRIMINATION: The Corporation will not practice or permit discrimination on the basis of sex, race, national origin, religion, physical handicap or disability.
Executed this 22 day of November, 2010 by the incorporators. /s/ Terrie Ulsh, Incorporator; /s/ Clorinda Erives, Incorporator. Acceptance of Appointment By Statutory Agent. I, Terrie Ulsh, hereby acknowledge and accept the appointment as Statutory Agent of Tolleson Service Committee, Inc. effective on this 22 day of November, 2010. /s/ Terrie Ulsh, Statutory Agent.
2/4, 2/11, 2/18, 2011 editions Arizona Capitol Times

THE DRAG SHOW FOR CHARITY, INC. ARTICLES OF INCORPORATION OF THE DRAG…

THE DRAG SHOW FOR CHARITY, INC.


ARTICLES OF INCORPORATION OF THE DRAG SHOW FOR CHARITY, INC.
The undersigned, for the purpose of forming a corporation under Arizona Revised Statutes Section 10-3201 et. seq., adopt the following Articles of Incorporation:
ARTICLE 1. NAME OF THE CORPORATION The corporation will be named The Drag Show for Charity, Inc.
ARTICLE 2. CORPORATE PURPOSE This corporation is organized exclusively for charitable purposes, including, the making of distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue Code, as amended, or the corresponding section of any future federal tax code (the “Code”). To this end and subject to the limitations contained in the preceding sentence, the corporation shall host annual live theater performances for the explicit purpose of fundraising for a local charity of the Corporation’s choosing with one hundred percent of all net proceeds donated to the charity.
ARTICLE 3. INITIAL BUSINESS The corporation initially intends to host annual live theater performances for the explicit purpose of fundraising for local charities of the Corporation’s choosing with one hundred percent of all proceeds donated to said charity.
ARTICLE 4. KNOWN PLACE OF BUSINESS The known place of business of the corporation shall be 1032 North Revere, Mesa, AZ 85201. The corporation may conduct its business and maintain offices for such purpose in such other place or places, either within or without the State of Arizona, as it may from time to time determine advisable.
ARTICLE 5. COMPENSATION AND PROFITS No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to its members, trustees, officers, directors or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth herein. No member or director shall have any right, title, or interest in or to any property of the corporation. No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. Notwithstanding any other provision of these Articles, the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from federal income tax under section 501(c)(3) of the Code, or the corresponding section of any future federal tax code, or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Code, or the corresponding section of any future federal tax code.
ARTICLE 6. NO MEMBERS OR CAPITAL STOCK There shall be no shareholders or members or capital stock and no authority to issue shares of stock.
ARTICLE 7. DISSOLUTION The corporation may be dissolved at any time in accordance with the provisions of Arizona law then in effect. The dissolution of the corporation shall be accomplished consistent with the intent that the assets be held and used for the corporation’s stated purposes. All assets of the corporation shall be dedicated to the exempt purposes for which the corporation is organized as described in Section 501(c)(3) of the Code. Upon the dissolution of the corporation, assets shall be distributed for one or more exempt purposes within the meaning of Section 501(c)(3) of the Code, or the corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes. In no event shall the assets be distributed to any director or officer of the corporation or any private individual.
ARTICLE 8. PRIVATE FOUNDATION Notwithstanding anything herein to the contrary, if the corporation becomes a private foundation as defined in Section 509 of the Code, while it is a private foundation, the corporation shall not: (i) engage in any act of self-dealing as defined in Section 4941(d) thereof, (ii) distribute its income in such manner as to become subject to the tax on undistributed income imposed by Section 4942 thereof, (iii) retain any excess business holdings as defined in Section 4943(c) thereof, (iv) make any investment in such manner as to subject it to tax under Section 4944 thereof, or (v) make any taxable expenditures as defined as Section 4945(d) thereof.
ARTICLE 9. BOARD OF DIRECTORS The initial Board of Directors will consist of two members. The number of persons to serve thereafter on the Board of Directors will be fixed by the Bylaws. The names and addresses of the persons who are to serve as the directors until the first annual meeting of the Board of Directors or until their successors are elected and qualified are: Philip M. Villotti, 1032 North Revere, Mesa, AZ 85201; Raymond C. Rodriguez, 1032 North Revere, Mesa, AZ 85201. The management and affairs of the corporation shall be at all times under the direction of a Board of Directors, whose operations in governing the corporation shall be defined by statute and by the corporation’s Bylaws.
ARTICLE 10. INCORPORATOR The name and address of the incorporator of the corporation are: Philip M. Villotti, 1032 North Revere, Mesa, AZ 85201. All powers, duties, and responsibilities of the incorporator will cease when these Articles of Incorporation are accepted for filing by the Arizona Corporation Commission.
ARTICLE 11. BY-LAWS By-Laws of the corporation may be adopted by the Directors at any regular meeting or any special meeting called for that purpose, so long as they are not inconsistent with the provisions of these Articles or the Code or the corresponding provision of any future United States Internal Revenue Law.
ARTICLE 12. LIMITATION OF DIRECTOR LIABILITY No director of the Corporation shall be personally liable to the Corporation for monetary damages for acts or omissions as a director; provided, however, that this Article shall not eliminate or limit the liability of a director for (i) any breach of the director’s duty of loyalty to the Corporation; (ii) acts or omissions not in good faith or that involve intentional misconduct or a knowing violation of law; (iii) a violation of Arizona Revised Statutes Sections 10-3830 or 10-3833; and (iv) any transaction from which the director derived an improper personal benefit. If the Arizona Nonprofit Corporation Act is hereafter amended to authorize corporate action further eliminating or limiting the personal liability of directors, then the liability of a director shall be eliminated or limited to the full extent permitted by the Arizona Nonprofit Corporation Act, as so amended. Any repeal or modification of this Article shall not adversely affect any right or protection of a director of the Corporation existing at the time of such repeal or modification for or with respect to an act or omission of such director occurring prior to such repeal or modification.
ARTICLE 13. INDEMNIFICATION The private property of the incorporators, directors and officers of the corporation shall be forever exempt from and not liable for, the debts and obligations of the corporation of any kind whatsoever. The corporation shall indemnify each person who is or was an incorporator, director, officer or employee of the corporation against all expenses incurred by them, and each of them, including but not limited to legal fees, judgments and penalties which may be incurred, rendered or levied in any legal action brought against any of them for or on account of any action or omission alleged to have been committed while acting within the scope of providing services to or on behalf of the corporation. This indemnification shall be mandatory in all circumstances in which indemnification is permitted by applicable law. No repeal, amendment or modification of this Article, whether direct or indirect, shall eliminate or reduce its effect with respect to any act or omission of a director of the corporation occurring before the repeal, amendment or modification.
ARTICLE 14. STATUTORY AGENT The name and address of the initial statutory agent of the corporation are KEYTLaw, L.L.C., 3001 East Camelback, Suite 130, Phoenix, AZ 85016. The Statutory Agent is not responsible for failing to notify the Corporation of any service of process or correspondence received by the Statutory Agent for the Corporation if the Corporation changes its address and fails to notify the Statutory Agent of the change by sending a written notice of address change to the Statutory Agent at its address on file with the Arizona Corporation Commission.
Dated: December 15, 2010. /s/ Philip M. Villotti, Incorporator. CONSENT OF STATUTORY AGENT. KEYTLaw, L.L.C., an Arizona limited liability company, having been designated to act as Statutory Agent hereby consents to act in that capacity until removed by the Corporation or resigning in accordance with the Arizona Revised Statutes. KEYTLaw, L.L.C., an Arizona limited liability company, By: /s/ Richard Keyt, Manager.
1/21, 1/28, 2/4, 2011 editions Arizona Capitol Times

THE CHARITY FOUNDATION ARTICLES OF DOMESTICATION OF A TAX-EXEMPT NONPROFIT CORPORATION 1….

THE CHARITY FOUNDATION


ARTICLES OF DOMESTICATION OF A TAX-EXEMPT NONPROFIT CORPORATION
1. Name. The name of the Corporation is: The Charity Foundation.
2. Original Incorporation. The Corporation was originally incorporated in the State of Oregon and the date of its incorporation in that state was December 26, 2006.
3. Documents Furnished. The official in charge of corporate filings in the jurisdiction in which the Corporation was previously incorporated will be provided with a copy of the Articles of Domestication filed in the State of Arizona.
4. Purpose. The purpose for which the corporation is organized is: The corporation shall generate and distribute charitable funds in its community.
5. Character of Affairs. The Character of Affairs of the corporation will be: Charitable Giving.
6. Known Place of Business in Arizona. The street address of the known place of business of the Corporation is: 1651 W. Lindner Avenue, Mesa, AZ 85202.
7. Statutory Agent (In Arizona). The name and address of the statutory agent of the Corporation is: Leo C. Rogers, 1651 W. Lindner Avenue, Mesa, AZ 85202.
8. No part of the net earning of the corporation shall inure to the benefit of, or be distributable to its members, directors, officers, or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article IV. No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene in (including the publishing or distribution of statements,) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of these Articles, the corporation shall not carry on any other activities not permitted to be carried on: (a) by a corporation exempt from Federal Income Tax under Section 501(c)3 of the Internal Revenue Code of 170 (or the corresponding provision of any future United States Internal Revenue Law) or: (b) by a corporation, contributions to which are deductible under Section 501(c)3 of the Internal Revenue Code of 170 (or the corresponding provisions of any future United States Internal Revenue Laws).
9. Upon the dissolution of the corporation, the Board of Directors shall, after paying or making provision for the payment of all of the liabilities of the corporation, dispose of all its assets exclusively for the purposes of the corporation in such a manner, or to such organizations organized and operated exclusively for charitable, educational, religious or scientific purpose as shall at the time qualify as an exempt organization or organizations under Section 501c3 of the Internal Revenue Code of 170 (or the corresponding provision of any future United States Internal Revenue Laws) as the Board of Directors shall determine. Any such assets not disposed of shall be disposed of by the Superior Court of the county in which the principal office of the corporation is then located, exclusively for such purpose or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purpose.
10. Board of Directors. The initial board of directors shall consist of 3 director(s). The name(s) and address(es) of the person(s) who is(are) to serve as the director(s) until the first annual meeting of the members, if a member corporation, or Board of Directors, if the corporation has no members, or until his(her)(their) successor(s) is(are) elected and qualifies is(are): Leo C. Rogers, Chairman, 1651 W. Lindner Avenue, Mesa, AZ 85202; John Goodson, Treasurer, 340 E. Palm Lane, Suite 300, Phoenix, AZ 85004; Rick Durfee, Secretary, 1423 S. Higley Road Suite 127, Mesa, AZ 85202. The number of persons to serve on the board of directors thereafter shall be fixed by the Bylaws.
11. Discrimination Policy. [X] (check this box, if this provision will apply to your corporation). DISCRIMINATION: The corporation will not practice or permit discrimination on the basis of sex, age, race, national origin, religion, or physical handicap or disability.
12. Members. (Check One) The corporation [ ] will [X] will not have members.
13. Adoption. These Articles of Domestication have been adopted in accordance with A.R.S. §10-3221. They were adopted by the Board of Directors of the Corporation on March 9, 2010 and by the members, if the corporation has members, on (blank).
14. Acceptance of State Laws. Upon transfer of domicile of the Corporation to Arizona, the Corporation accepts and will be subject to the laws of Arizona.
15. Shares. [ ] (check this box, if this provision will apply to your corporation). All issued shares have been converted and designated as membership interests in the corporation. Hereafter, the corporation shall not have, nor issue shares.
Dated this 20 day of May, 2010. By /s/ Leo C. Rogers, Chairman. Acceptance of Appointment By Statutory Agent. The undersigned hereby acknowledges and accepts the appointment as statutory agent of the above-named corporation effective this 9 day of March, 2010. /s/ Leo C. Rogers, Title: Chairman.
1/28, 2/4, 2/11, 2011 editions Arizona Capitol Times

SOLDIER’S BEST FRIEND Articles of lncorporation Of Soldier’s Best Friend (an Arizona…

SOLDIER’S BEST FRIEND


Articles of lncorporation Of Soldier’s Best Friend (an Arizona Non-Profit Corporation)
Article I. Name: The Name of the Corporation is: The name of the corporation is Soldier’s Best Friend (hereinafter referred to as the “Corporation”) and its duration shall be perpetual.
Article II. Purpose: The Corporation is organized for the transaction of any and all business for which non-profit corporations may be incorporated under the laws of the State or Arizona, as may be amended from time-to-time, except that said corporation is organized exclusively for charitable and educational purposes, within the meaning of Section 501(c)(3) of the Internal Revenue Code.
Article Ill. Character of affairs: The character of affairs of the Corporation will be to serve as a charitable and educational organization to provide the following services: (i) To place and train service dogs with United States military veterans suffering from Post Traumatic Stress Syndrome (PTSD) and or suffering from complications of Traumatic Brain Injury (TBI). The service dogs will aid the veteran in dealing with their symptoms of PTSD or TBI.
Article IV. Tax Exemptions: No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to its members, directors, officers, or other private persons, except that the Corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article II. No substantial part of the activities of the corporation shall be the carrying an the propaganda, or otherwise attempting to influence the legislation and the Corporation shall not participate in, or intervene in (including the publishing or distribution of statements,) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of these Articles, the corporation shall not carry on any other activities not permitted to be carried on: (a) by a corporation exempt from Federal Income Tax under Section 501(c)(3) of the United States Internal Revenue Code (or corresponding provision of any future United States Internal Revenue Law) or (b) by a corporation, contributions to which are deductible under Section 170(c)(2) of the United States Internal Revenue Code (or corresponding provisions of any future United States Internal Revenue Laws).
Article V. Dissolution: Upon the dissolution of the corporation, the Board of Directors shall, after paying or making provision for the payment of all of the liabilities of the corporation, dispose of all its assets exclusively for the purposes of the corporation in such a manner, or to such organizations organized and operated exclusively for charitable, educational, religious or scientific purpose as shall at the time qualify as an exempt organization or organizations under Section 501(c)(3) of the United States Internal Revenue Code (or corresponding provision of any future United States Internal Revenue Laws) as the Board of Directors shall determine. Any such assets not disposed of shall be disposed of by the Superior Court of the county in which the principal office of the corporation is then located, exclusively for such purpose or to such organizations or organizations as said Court shall determine, which are organized and operated exclusively for such purpose.
Article VI. Indemnification: The power of indemnification under the Arizona Revised Statutes shall not be denied or limited by the bylaws. The Corporation shall indemnify any past or present director, officer, committee member, employee or agent against expenses, including without limitation, attorney’s fees, judgments, fines, and amounts incurred while acting within the scope of his or her authority as a director, officer, committee member, employee or agent of the Corporation; provided that the board of directors shall determine in good faith that such did not act, fail to act, or refuse to act, willfully or with gross negligence or with fraudulent or criminal intent with regard to the matters involved in this action.
Article VII. Additional provisions: The directors and officers shall not be individually liable for the Corporation’s debts or other liabilities. The private property of such individuals shall be exempt from any corporate debts or liabilities. A director of the Corporation shall not be personally liable to the Corporation or its members, if any, for monetary damages for breach of fiduciary duty as director, except for liability (i) for any breach of the director’s duty of loyalty to the Corporation or its members, if any, (ii) for the acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law, (iii) under the Arizona Nonprofit Corporation Act as it may be amended from time to time, or (iv) for any transaction from which the director derived any improper personal benefit. If the Arizona Revised Statutes are hereafter amended to authorize corporate action further eliminating or limiting the personal liability of directors, then the liability of the director of the Corporation shall be eliminated or limited to the fullest extent permitted by the Arizona Revised Statutes, as so amended. Any repeal or modification to this Article shall not adversely affect any right or protection of a director of the corporation existing at the time of such repeal or modification.
Article VIII. Board of Directors: The initial board of directors shall consist of three (3) directors. The names and addresses of the persons who are to serve as the directors until the first annual meeting of the members, if a member corporation, or Board of Directors, if the corporation has no members, or until his/their successor are elected and qualifies are: John G. Burnham D.V.M., 7020 W. Evans Dr., Peoria, AZ 85381; Col. Martin Park, 8022 W. Rue de Lamour, Peoria, AZ 85381; Jim McDonald D.V.M., 416 E. Quarterhorse Lane, Camp Verde, AZ 86322.
Article IX. Known place of business: The street address of the known place of business of the corporation is: 7020 W. Evans Dr., Peoria, AZ 85381.
Article X. Statutory Agent: (In Arizona) The name and address of the statutory agent of the corporation are: John G. Burnham, 7020 W. Evans Dr., Peoria, AZ 85381.
Article XI. Incorporators: The name and address of the Corporation’s incorporator are: John G. Burnham, 7020 W. Evans Dr., Peoria, AZ 85381. All powers, duties and responsibilities of the incorporators shall cease at the time of delivery of these Articles of Incorporation to the Arizona Corporation Commission.
Article XII. Members: The Corporation will not have any members.
Dated this 24th day of January, 2011. Signed: /s/ John G. Burnham, Incorporator. Acceptance of Appointment by Statutory Agent. The undersigned having been duly designated to act as statutory agent of Soldier’s Best Friend, hereby consents to act in that capacity until removed or resignation is submitted in accordance with the Arizona Revised Statutes. Dated the 24th day of January, 2011. Signed /s/ John G. Burnham, Statutory Agent.
2/4, 2/11, 2/18, 2011 editions Arizona Capitol Times

RISING PHOENIX REMEDIES, INC. ARTICLES OF INCORPORATION OF A NON-TAX-EXEMPT (Arizona Non-Profit…

RISING PHOENIX REMEDIES, INC.


ARTICLES OF INCORPORATION OF A NON-TAX-EXEMPT (Arizona Non-Profit Corporation)
1. Name: The Name of the Corporation is Rising Phoenix Remedies, Inc.
2. Character of Affairs: The character of affairs of the corporation will be: Medical marijuana dispensary.
3. Board of Directors The initial board of directors shall consist of 1 director(s). The name(s) and address(es) of the person(s) who is(are) to serve as the director(s) until the first annual meeting of the members, if a member corporation, or Board of Directors, if the corporation has no members, or until his(her)(their) successor(s) is(are) elected and qualifies is(are): Craig Pittman, 6613 N. Scottsdale Rd., Scottsdale, AZ 85250. The number of persons to serve on the board of directors thereafter shall be fixed by the Bylaws.
4. Indemnification: The power of indemnification under the Arizona Revised Statutes shall not be denied or limited by the bylaws.
5. Known Place of Business. (In Arizona) The street address of the known place of business of the Corporation is: c/o Michael S. Smalley, 6613 N. Scottsdale Rd., Scottsdale, AZ 85250.
6. Statutory Agent. (In Arizona) The name and address of the statutory agent of the Corporation is: Michael S. Smalley, 6613 N. Scottsdale Rd., Scottsdale, AZ 85250.
7. Incorporators. The name(s) and address(es) of the incorporator(s) is (are): Craig Pittman, 6613 N. Scottsdale Rd., Scottsdale, AZ 85250. All powers, duties and responsibilities of the incorporators shall cease at the time of delivery of these Articles of Incorporation to the Arizona Corporation Commission.
8. MEMBERS (Check One) The corporation [X] will [ ] will not have members.
EXECUTED this 29th day of December, 2010 by all of the incorporators. Signed: /s/ Craig Pittman. PHONE 602-910-5585 FAX 480-505-3925. Acceptance of Appointment By Statutory Agent. The undersigned hereby acknowledges and accepts the appointment as statutory agent of the above-named corporation effective this 28th day of December, 2010. Signed /s/ Michael S. Smalley.
1/28, 2/4, 2/11, 2011 editions Arizona Capitol Times

RANCHO CABRILLO PARCEL F HOMEOWNERS ASSOCIATION, INC. ARTICLES OF INCORPORATION OF RANCHO…

RANCHO CABRILLO PARCEL F HOMEOWNERS ASSOCIATION, INC.


ARTICLES OF INCORPORATION OF RANCHO CABRILLO PARCEL F HOMEOWNERS ASSOCIATION, INC.
The undersigned, as incorporator, for the purpose of forming a nonprofit corporation (the “Corporation”) under the laws of the State of Arizona, hereby adopts the following Articles of Incorporation (the “Articles”):
ARTICLE I Name The name of the corporation is Rancho Cabrillo Parcel F Homeowners Association, Inc.
ARTICLE II Definitions Capitalized terms used in these Articles of Incorporation without definition shall have the meanings specified for such terms in the Declaration of Covenants, Conditions and Restrictions for Rancho Cabrillo Parcel F, as amended (the “Declaration”), now or hereafter recorded in the Official Records of Maricopa County, Arizona. As used in these Articles, the term “Eligible Votes” means the total number of votes entitled to be cast by Members as of the Record Date for determining the Members entitled to vote at a meeting or in respect of any other lawful action, including, but not limited to, action by written ballot or written consent
ARTICLE III Duration The corporation shall exist perpetually.
ARTICLE IV Purposes The object and purpose for which the Corporation is organized is to provide for the management, maintenance and care of the Common Areas or other property owned by the Corporation and of property placed under the jurisdiction of the Corporation and to perform all duties and exercise all rights imposed upon, granted to or permitted to the Corporation by these Articles of Incorporation or by the Declaration, as amended from time to time. The Corporation shall have the right to do and perform such acts and transact such business in connection with the foregoing objects and purposes as may be necessary, required or appropriate, and to transact any and all lawful business for which nonprofit corporations may be incorporated under the laws of the State of Arizona, as they may be amended from time to time; provided, however, that such business shall conform with the tax-exempt organization requirements of Section 528 of the Internal Revenue Code of 1986, as amended.
ARTICLE V Character of Affairs The Corporation is organized as a nonprofit corporation pursuant to the Arizona Nonprofit Corporation Act. The character of affairs that the corporation initially intends to conduct in Arizona is the fulfillment of all of the Corporation’s duties and responsibilities for the purpose set forth in the Declaration and in Article IV of this Declaration, and the exercise of all of the Corporation’s rights, powers and prerogatives under the Declaration. The Corporation does not contemplate pecuniary gain or profit to the members thereof.
ARTICLE VI Membership/Voting rights; Declarant Control As more particularly provided in the Declaration; each person or entity who is a record Owner of any Lot is entitled to membership and voting rights in the Corporation. All Owners of Lots shall be mandatory members of the Corporation, and no Member shall have the right to resign as a Member of the Corporation. Membership shall automatically be transferred to the new Owner upon the transfer of the Lot. Membership is appurtenant to, and inseparable from, ownership of the Lot. The Declaration provides for two (2) classes of members in the Corporation with different voting rights. As provided in the Declaration, Declarant will be the Class B Member for a period of time and will be entitled to three (3) votes for each Lot it owns. The provisions of the Declaration pertaining to classes of membership and the voting rights of the Members are incorporated in the Articles by reference
ARTICLE VII Statutory Agent The name and address of the initial statutory agent of the corporation is Derrick RE Doba, whose address is 18730 E. Ashridge Dr., Queen Creek, AZ 85242.
ARTICLE VIII Board of Directors and Officers The business, property and affairs of the Corporation shall be managed, controlled and conducted by the Board. The number of directors, who shall serve without compensation, shall be an odd number, not fewer than three (3) nor more than nine (9), as shall be specified in the Bylaws; except that the initial Board (which shall serve until the first vote for members of the Board after the Class B membership has been converted to Class A membership) shall consist of two (2) directors, each of whom shall be appointed (and may be removed and replaced) by Declarant. Except for directors appointed by Declarant, each director shall be a Member or the spouse of a Member. If a director shall cease to meet such qualifications during his term, he will thereupon cease to be a director and his place on the Board shall be deemed vacant. All directors other than those serving on the initial Board shall serve two-year terms. A director shall serve his term until he resigns or is removed and his successor is elected and qualified. The following individuals shall serve as directors until their successors are elected and qualified: Steven S. Robson, 9532 E. Riggs Road, Sun Lakes, AZ 85248; Derrick RE Doba, 24920 S. Dobson Road, Sun Lakes, AZ 85248. The Board shall have the power to adopt and amend Bylaws. The Bylaws shall prescribe, among other things, the date of the annual meeting of the Members of the Corporation. Unless otherwise required by these Articles, the Declaration or by applicable law, the acts of a majority of the directors present at a meeting at which a quorum is present shall constitute an act of the Board. The principal officers of the Corporation shall be a President, one or more Vice Presidents, a Secretary, a Treasurer and such other officers as the Board may desire. All officers of the Corporation shall be elected by the Board of Directors. The officers of the Corporation shall have those powers, duties and responsibilities provided in the Bylaws.
ARTICLE IX Incorporator The name and address of the incorporator is: Steven S. Robson, 9532 E. Riggs Road, Sun Lakes, AZ 85248.
ARTICLE X Private Property The Members, directors and officers of the Corporation shall not be individually or personally liable for the debts or other liabilities of the Corporation, and the Private Property of the members, directors and officers of the Corporation shall be forever exempt from corporate debts and liabilities of every kind whatsoever.
ARTICLE XI Indemnification To the fullest extent permitted by law, including but not limited to Arizona Revised Statutes Section 10-3202(B)(2), as amended, the Corporation shall indemnify each of its committee members, directors and officers, and employees or agents and former committee members, against expenses incurred by them, including legal fees incurred by and judgments and penalties rendered or levied against, each such person in any legal actions brought against each such person for acts or omissions alleged to have been committed by such person while acting within the scope of such person’s authority as a committee member, director or officer of this Corporation, or exercising the powers of the Board. Any indemnification of the members directors, officers, employees or agents of the corporation shall be governed by and made in accordance with the provisions of the Arizona Revised Statutes pertaining to nonprofit corporations, including, without limitation, A.R.S. Section 10-3850 – 10-3858. Any repeal or modification of this Article XI shall be prospective only and shall not adversely effect, defeat or limit the right of any person to indemnification for any act or failure to act occurring prior to the effective date of such repeal or modification.
ARTICLE XII Limitation of Director Liability No director of the Corporation shall be personally liable to the Corporation or its members for monetary damages for any action taken or failure to take an 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 members; (c) a violation of Arizona Revised Statutes Section 10-3833 (Liability for Unlawful Distributions); (d) an intentional violation of criminal law; or (e) any other matter set out in Arizona Revised Statutes Section 10-3202(B)(1), as amended, or otherwise in the law, as an act or omission for which liability of a director may not be eliminated or limited.
ARTICLE XIII Known Place of Business The known place of business of the Corporation shall initially be located at 24920 S. Dobson Road, Sun Lakes, AZ 85248. The Corporation may establish such different or other offices or locations, both within and outside the State of Arizona, as the Board may from time to time designate.
ARTICLE XIV Amendments These Articles of Incorporation may be amended only with the approval of both (a) the Owners representing not less than two-thirds (2/3) of the Eligible Votes, and (b) Declarant so long as there is a Class B Membership; except that Declarant, without approval of the Owners, may amend these Articles of Incorporation as may be required by HUD (FHA), VA, FHLMC or FNMA, or any government agency whose requests such amendment as a condition of approving the Articles, or any federally chartered lending institution which requests such amendment as a condition to lending funds upon the security of the Lots, or as may be appropriate in the event of any such requested amendment to permit the Declarant to retain control of the Association and its activities until the Declarant’s Class B Membership ceases.
ARTICLE XV Conflicts In the event of any conflict or inconsistency between the Declaration, as amended, and these Articles, as amended, the Declaration shall govern and control.
ARTICLE XVI Government Approval Notwithstanding anything to the contrary contained in these Articles of Incorporation, annexation of additional properties, mergers and consolidations, mortgaging of Common Area, dissolution and amendment of the Articles of Incorporation shall require the prior approval of HUD (FHA) or Veterans Administration so long as there is a Class B Membership, if HUD (FHA) or Veterans Administration has previously approved these Articles of Incorporation.
ARTICLE XVII Dissolution; Distribution of Assets The Corporation may be dissolved with the assent given in writing and signed by Members representing not less than two-thirds (2/3) of the Eligible Votes. If the Corporation is dissolved, the assets of the Corporation shall be distributed in compliance with the laws of the State of Arizona to a public body or non-profit organization with purposes similar to those of this Corporation.
IN WITNESS WHEREOF the undersigned incorporator has executed these Articles of Incorporation this 19th day of January, 2011. /s/ Steven S. Robson, Incorporator.
2/4, 2/11, 2/18, 2011 editions Arizona Capitol Times

PP WELLNESS CENTER ARTICLES OF INCORPORATION OF A TAX-EXEMPT (Arizona Non-Profit Corporation)…

PP WELLNESS CENTER


ARTICLES OF INCORPORATION OF A TAX-EXEMPT (Arizona Non-Profit Corporation)
1. Name: The name of the Corporation is PP Wellness Center.
2. Purpose: The purpose for which the corporation is organized is: Provide medicine for qualifying patients with a valid registry identification card from the Arizona Department of Health Services.
3. Character of Affairs: The character of affairs of the corporation will be: Dispense, grow and manufacture medical marijuana.
4. No part of the net earning of the corporation shall inure to the benefit of, or be distributable to its members, directors, officers, or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article 2. No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene in (including the publishing or distribution of statements,) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of these Articles, the corporation shall not carry on any other activities not permitted to be carried on: (a) by a corporation exempt from Federal Income Tax under Section 501(c)(3) of the United States Internal Revenue Code (or the corresponding provision of any future United States Internal Revenue Law) or: (b) by a corporation, contributions to which are deductible under Section 501(c)(3) of the United States Internal Revenue Code (or the corresponding provisions of any future United States Internal Revenue Laws).
5. Upon the dissolution of the corporation, the Board of Directors shall, after paying or making provision for the payment of all of the liabilities of the corporation, dispose of all its assets exclusively for the purposes of the corporation in such a manner, or to such organizations organized and operated exclusively for charitable, educational, religious or scientific purpose as shall at the time qualify as an exempt organization or organizations under Section 501(c)(3) of the United States Internal Revenue Code (or the corresponding provision of any future United States Internal Revenue Laws) as the Board of Directors shall determine. Any such assets not disposed of shall be disposed of by the Superior Court of the county in which the principal office of the corporation is then located, exclusively for such purpose or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purpose.
6. The power of indemnification under the Arizona Revised Statutes shall not be denied or limited by the bylaws.
7. Board of Directors: The initial board of directors shall consist of 1 director(s). The name(s) and address(es) of the person(s) who is(are) to serve as the director(s) until the first annual meeting of the members, if a member corporation, or Board of Directors, if the corporation has no members, or until his(her)(their) successor(s) is(are) elected and qualifies is(are): Paul Perez, 3304 West Malapai Dr., Phoenix, AZ 85051. The number of persons to serve on the board of directors thereafter shall be fixed by the Bylaws.
8. Known Place of Business: (In Arizona) The street address of the known place of business of the Corporation is: 3304 West Malapai Dr., Phoenix, AZ 85051.
9. Statutory Agent: (In Arizona) The name and address of the statutory agent of the Corporation is: Paul Perez, 3304 West Malapai Dr., Phoenix, AZ 85051.
10. Incorporators: The name(s) and address(es) of the incorporator(s) is (are): Paul Perez, 3304 West Malapai Dr., Phoenix, AZ 85051. All powers, duties and responsibilities of the incorporators shall cease at the time of delivery of these Articles of Incorporation to the Arizona Corporation Commission.
11. [ ] Check this box, if this provision will apply to your corporation. DISCRIMINATION: The corporation will not practice or permit discrimination on the basis of sex, race, national origin, religion, physical handicap or disability.
12. MEMBERS: (Check One) The corporation [X] will have members [ ] will not have members.
Executed this 1st day of October, 2010 by all of the incorporators. Signed: /s/ Paul Perez. Acceptance of Appointment By Statutory Agent. The undersigned hereby acknowledges and accepts the appointment as statutory agent of the above-named corporation effective this 1st day of October, 2010. Signed /s/ Paul Perez.
1/21, 1/28, 2/4, 2011 editions Arizona Capitol Times

PHOENIX HEALING CENTER, INC. ARTICLES OF INCORPORATION OF A TAX-EXEMPT (Arizona Non-Profit…

PHOENIX HEALING CENTER, INC.


ARTICLES OF INCORPORATION OF A TAX-EXEMPT (Arizona Non-Profit Corporation)
Pursuant to A.R.S. §10-3202, the undersigned states as follows:
1. The name of the Corporation is Phoenix Healing Center, Inc.
2. The character of affairs of the corporation will be an Arizona Medical Marijuana Dispensary (“MMD”).
3. The initial board of directors shall consist of one director. The name and address of the person who is to serve as director until the first annual meeting of the members, or until their successors are elected and qualifies is: J. Chris Arnold, 10645 N. Tatum Blvd., Ste. C200-670, Phoenix, AZ 85028. The number of persons to serve on the board of directors thereafter shall be fixed by the Bylaws.
4. Indemnification of Officers, Directors, Employees and Agents: The Corporation shall indemnify any person who incurs expenses or liabilities by reason of the fact he or she 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. This indemnification shall be mandatory in all circumstances in which indemnification is permitted by law.
5. The street address of the known place of business of the Corporation is 11220 N. Tatum Blvd., Phoenix, AZ 85028 and the mailing address is 10645 N. Tatum Blvd., Ste. C200-670, Phoenix, AZ 85028.
6. The name and address of the statutory agent of the Corporation is: Stacey L. Arnold, 10645 N. Tatum Blvd., Ste. C200-670, Phoenix, AZ 85028.
7. The name and address of the incorporator is: J. Chris Arnold, 10645 N. Tatum Blvd., Ste. C200-670, Phoenix, AZ 85028.
8. The corporation will have members.
9. Limitation of Liability: To the fullest extent permitted by the Arizona Revised Statutes, as the same exists or may hereafter be amended, a director of the Corporation shall not be liable to the Corporation or its members for monetary damages for any action taken or any failure to take any action as a director. No repeal, amendment or modification of this article, whether direct or indirect, shall eliminate or reduce its effect with respect to any act or omission of a director of the Corporation occurring prior to such repeal, amendment or modification.
Executed this 29th day of November, 2010 by the incorporator. Signed: /s/ J. Chris Arnold. Acceptance of Appointment by Statutory Agent. The undersigned hereby acknowledges and accepts the appointment as statutory agent of the above-named corporation effective this 29th day of November, 2010. Signed: /s/ Stacy L. Arnold.
1/28, 2/4, 2/11, 2011 editions Arizona Capitol Times