STATE OF NORTH CAROLINA
DEPARTMENT OF THE SECRETARY OF STATE
ARTICLES OF INCORPORATION (Filed July 26, 1996)
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Pursuant to Sec.55-2-02 of the General Statutes of North Carolina, the
undersigned does hereby submit these articles of Incorporation for the purpose
of forming a business corporation.
1. The name of the corporation is: GREAT LAND DEVELOPMENT CO
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2. The number of shares the corporation is authorized to issue is: 100
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These shares shall be: (check either A or B)
A. [X] all of one class, designated as common stock; or
B. [ ] divided into classes or series within a class as provided in the
attached schedule, with the information required by NCGS Sec. 55-6-01
3. The street address and county of the initial registered office of the
corporation is:
Number and street: 5602 MC CALLUM CT.
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City, State, Zip Code: CHARLOTTE, NC 28226 County: MECKLENBURG
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4. The mailing address if different from the street address of the initial
registered office is: SAME
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5. The name of the initial registered agent is: DUANE C. BENNETT
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6. Any other provisions which the corporation elects to include are
attached.
7. The name and address of each incorporator are as follows:
DUANE C. BENNETT
5602 MC CALLUM CT.
CHARLOTTE, NC 28226
8. These articles will be effective upon filing, unless a date and or time
is specified: July 30, 1996
This the 5th day of July, 1996.
/s/ DUANE C. BENNETT
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PRESIDENT AND INCORPORATOR
STATE OF NORTH CAROLINA
DEPARTMENT OF THE SECRETARY OF STATE
ARTICLES OF AMENDMENT
BUSINESS CORPORATION
Pursuant to '55-10-06 of the General Statutes of North Carolina, the undersigned
corporation hereby submits the following Articles of Amendment for the purpose
of amending its Articles of Incorporation.
1. The name of the corporation is Great Land Development Co.@
2. The text of each amendment adopted is as set forth below in the
resolution unanimously adopted by written consent of the shareholders of the
Corporation:
NOW, THEREFORE, BE IT RESOLVED by the shareholders of the Corporation, pursuant
to the recommendation of the Board of Directors, that the Articles of
Incorporation of Great Land Development Co. be amended so as to change the name
of the Corporation to "XENICENT, INC." and that, to that end, Paragraph 1 of
said Articles of Incorporation be stricken out and deleted in its entirety and
the following new Paragraph 1 be substituted in lieu thereof:
"1. The name of the Corporation is XENICENT, INC."
; and
FURTHER RESOLVED by the shareholders of the Corporation, that the Articles of
Incorporation of Great Land Development Co. be amended so as to specify that the
purpose for which the Corporation is organized is the transaction of any and all
lawful business and that, to that end, the following Paragraph of said Articles
of Incorporation be stricken out and deleted in its entirety:
The development of quality properties within the USA-- concentration on land,
its highest and best use.@
and the following new Paragraph 9 be substituted in lieu thereof:
A9. The purpose for which the Corporation is organized is the transaction of
any and all lawful business.@
3. The only exchange, reclassification or cancellation of issued shares as a
result of this amendment will be effected in the following manner:
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The holder(s) of outstanding shares of common stock of the Corporation will be
requested to surrender their certificates, and in exchange therefore, the
Corporation shall issue and deliver new certificates bearing the name "Xenicent,
Inc." in the place of "Great Land Development Co." or an appropriate notation
may be endorsed or affixed to said certificates for the purpose of indicating
the change of name.
4. The date of adoption of each amendment by the share-holders of the
Corporation was November 8, 2000.
5. The amendments were approved by shareholder action, and such shareholder
approval was obtained as required by Chapter 55 of the North Carolina General
Statutes.
6. These articles will be effective upon filing, unless a delayed time and
date is specified:
This the 8th day of November, 2000.
GREAT LAND DEVELOPMENT CO.
/S/DUANE BENNETT
By:______________________________
Duane C. Bennett, President
