EXHIBIT 3.1
IN THE OFFICE OF THE
SECRTARY OF STATE OF THE
STATE OF NEVADA
ARTICLES OF INCORPORATION
FEB 10 1995 OF
No. 2325-95
CRYOGENIC SOLUTIONS, INC.
DAN HELLER SEC. OF STATE
The name of this corporation is:
CRYOGENIC SOLUTIONS, INC.
SECOND: Its principal office in the State of Nevada is located at
530 South Fourth Street, Las Vegas, Nevada, 89101. The name and address of
its resident agent is Corporation Service Company, at the above address.
THIRD: The nature of the business or objects or purposes proposed
may be organized under the General Corporation Law of the State of Nevada;
To engage in any lawful act or activity for which corporations may
be organized under the General Corporation Law of the State of Nevada.
FOURTH: The total authorized capital stock of the corporation is
Five Million (5,000,000) Shares With A Par Value of One Cent ($.O1).
FIFTH: The governing board of this corporation shall be known as
directors, and the number of directors may from time to time be increased or
decreased in such manner as shall be provided in the by-laws of this
corporation, provided that the number of directors shall not be reduced less
than one unless there is less than one stockholder.
The name and post office address of the first board of directors, which
shall be one in number, is as follows:
NAME POST OFFICE ADDRESS
------------- ---------------------------------
Howard Turney 7115 West Tidwell Road, Suite 100
Houston, TX 77092
SIXTH: The capital stock, after the amount of the
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subscription price, or par value, has been paid in, shall not be subject to
assessment to pay the debts of the corporation.
SEVENTH: The name and post office address of the incorporator
signing the articles of incorporation is as follows:
NAME POST OFFICE ADDRESS
------------- -------------------------
Lamont W. Jones 1013 Centre Road
Wilmington, DE 19805
EIGHTH: The corporation is to have perpetual existence.
NINTH: In furtherance and not in limitation of the powers conferred
by statute, the board of directors is expressly authorized, subject to the
by-laws, if any, adopted by the shareholders, to make, alter or amend the
by-laws of the corporation.
TENTH: Meetings of stockholders may be held outside of the State of
Nevada at such place or places as may be designated from time to time by the
board of directors or in the by-laws of the corporation.
ELEVENTH: This corporation reserves the right to amend, alter,
change or repeal any provision contained in the articles of incorporation,
in the manner now or hereafter prescribed, and all rights conferred upon
stockholders herein are granted subject to this reservation.
I, THE UNDERSIGNED, being the sole incorporator herein before named
for the purpose of forming a corporation pursuant to the General Corporation
Law of the State of Nevada, do make and file these articles of
incorporation, hereby declaring and certifying that the facts herein stated
are true, and accordingly have hereunto set my hand this first day of
February, A.D. 1995.
Lamont W. Jones, Incorporator
