ARTICLES OF INCORPORATION OF
CYBERBOTANICAL, INC.
FIRST. The name of the Company shall be CYBERBOTANICAL, INC.
SECOND. The registered agent in the State of Nevada is:
Oasis Property Services Management
(a Nevada Corporation, file no. 23048-95)
c/o Oasis Country Store
State Route 233 and Interstate 80
P.O. Box 2004
Wells, Nevada 89835
THIRD. The purpose for which this corporation is to transact any lawful
business, or to promote or conduct any legitimate object or purpose, under and
subject to the laws of the State of Nevada.
FOURTH. The stock of the corporation is divided into two classes: (1)
common stock in the amount of twenty million (20,000,000) shares having par
value of $0.001 each, and (2) preferred stock in the amount of five million
(5,000,000) shares having par value of $0.001 each. The Board of Directors shall
have the authority, by resolution or resolutions, to divide the preferred stock
into more than one class of stock or more than one series of any class, to
establish and fix the distinguishing designation of each such series and the
number of shares thereof (which number, by like action of the Board of Directors
from time to time thereafter may be increased, except when otherwise provided by
the Board of Directors in creating such series, or may be decreased, but not
below the number of shares thereof then outstanding) and, within the limitations
of applicable law of the State of Nevada or as otherwise set forth in this
article, to fix and determine the relative voting powers, designations,
preferences, limitations, restrictions and relative rights of the various
classes or stock or series thereof and the qualifications, limitations or
restrictions of such rights of each series so established prior to the issuance
thereof There shall be no cumulative voting by shareholders.
FIFTH. The Company, by action of its directors, and without action by its
shareholders, may purchase its own shares in accordance with the provisions of
Nevada Revised Statutes. Such purchases may be made either in the open market or
at public or private sale, in such manner and amounts, from such holder or
holders of outstanding shares of the Company, and at such prices as the
directors shall from time to time determine.
SIXTH. No holder of shares of the Company of any class, as such, shall have
any preemptive right to purchase or subscribe for shares of the Company, of any
class, whether now or hereafter authorized.
SEVENTH. The Board of Directors shall consist of no fewer that one member
and no more than seven members. The initial Board of Directors will consist only
of BonnieJean C. Tippetts with her address as follows:
BonnieJean C. Tippetts
3432 South 575 East, Suite C
Bountiful, UT 84010
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EIGHTH. No officer or director shall be personally liable to the
corporation or its shareholders for money damages except as provided in Section
78.07, Nevada Revised Statutes.
NINTH. The name and address of the incorporator of the Corporation is as
follows:
BonnleJean C. Tippetts
3432 South 575 East, Suite C
Bountiful, UT 84010
IN WITNESS WHEREOF, these Articles of Incorporation are hereby executed this 6th
day of February, 1996.
CYBERBOTANICAL, INC.
/s/ BonnieJean C. Tippets
-------------------------
BonnieJean C. Tippets
Incorporator
NOTARIZATION OF SIGNATURE OF BonnieJean C. Tippetts
State of Utah )
)
County of Salt Lake )
On this 6th day of February, 1996, before me Brandi Flinders a notary public,
personally appeared BonnieJean C. Tippetts, personally known to me to be the
person whose name is subscribed to this instrument, and acknowledged that she
executed the same as Incorporator of CYBERBOTANICAL, INC. and was fully
authorized by said company to so act.
/s/ Brandi Flinders
-------------------
Brandi Flinders, Notary Public
July 7, 1999
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My commission Expires
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