SHOPATHOMEKIDS COM INC
SB-2/A, EX-3.1, 2000-12-13
CATALOG & MAIL-ORDER HOUSES
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                                       29

                            ARTICLES OF INCORPORATION

                                       OF

                              YIPPYYAHOO.COM, INC.


    The  indersigned,  a natural  person of the age of  eighteen  years or more,
acting as sole  incorporator of a corporation  under the provisions if the Texas
Business Corporation Act, adopts the following Articles of Incorporation:

                                    ARTICLE I

     The name of the Corporation is YIPPYYAHOO.COM, INC.

                                   ARTICLE II

     The period of duration of the Corporation is perpetual.

                                   ARTICLE III

     The  purpose for which this  corporation  is formed is to engage in any and
all  lawful  business  for  which  corporations  may be  formed  under the Texas
Business Corporation Act.

                                   ARTICLE IV

     The aggregate number of shares which the corporation has authority to issue
is 7,500 shares of common stock with the par value of $1.00 per share.

                                    ARTICLE V

     The  Corporation  will not commence  business until it has received for the
issuance of its shares consideration of the value of atleast $1,000,  consisting
of money, labor done or property actually received.

                                   ARTICLE VI

     Without  necessity  for action by its  shareholders,  the  Corporation  may
purchase,  directly or indirectly, its own shares to the extent of the aggregate
of unrestricted  capital surplus available therefore and unrestricted  reduction
surplus available therefore.

                                   ARTICLE VII

     Section 7.1. Cumulative voting shall not be permitted.

     Section 7.2. Preemptive rights shall not be permitted.

                                  ARTICLE VIII

     The address of the office of the  Corporation  is 223 E. FM 1382 STE #1270,
Cedar  Hill  Texas  75104 and the name of the  initial  registered  agent of the
Corporation at such address is ROMIE J.  KRICKBAUM.  The mailing address for the
Corporation is 223 E. FM 1382 STE #12720, CEDAR HILL, TEXAS 75104.

                                   ARTICLE IX

     The initial Board of Directors  shall consist of 03 members who shall serve
as  directors  until the first  annual  meeting  of  shareholders  or until such
directors' successors shall have been elected and qualified, and whose names and
addresses are as follows:

 Name                       Address
Romie J. Krickbaum          223 E. FM 1382 STE #1270, Cedar Hill, Texas 75104
Michelle A. Gregorio        800 W. Renner Road #2626, Richardson, Texas 75080

                     The number of  directors  composing  the Board of Directors
              may be increased or  decreased by the Board of  Directors,  but no
              decrease  shall  have the  effect  of  shortening  the term of any
              incumbent director.

                                    ARTICLE X

    Any action required by he Texas Business  Corporation Act, as amended, to be
taken at any annual or special meeting of shareholders  of the  Corporation,  or
any action which may be taken at any annual or special  meeting of  shareholders
of the Corporation,  may be taken without a meeting,  without prior notice,  and
without a vote, if a consent or consents in writing, setting forth the action so
taken,  shall be signed by the holder or holders of shares  having not less than
the  minimum  number of votes that would be  necessary  to take such action at a
meeting at which the  holders of all shares  entitled to vote on the action were
present and voted.

                                   ARTICLE XI

     The name and address of the incorporator of the Corporation is as follows:

 Name                              Address

 Jon F. Martin                     3150 Sandy Ridge Drive
                                   Clearwater, FL 336761

                            IN WITNESS WHEREOF, I have hereunto set my hand this
26th day of October, 1999.



                                                        ----------------------
                                                     Jon F. Martin, Incorporator




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