EXHIBIT 3.1
FILED #C-26117-99
OCT 20 1999
IN THE OFFICE OF
DEAN HELLER
SECRETARY OF STATE
ARTICLES OF INCORPORATION
OF
MAJOR LEAGUE COMMUNICATIONS CORPORATION
FIRST: The name of this corporation is:
MAJOR LEAGUE COMMUNICATIONS CORPORATION
SECOND: Its principal office in the State of Nevada is located
at 1971 California Street, Carson City, Nevada, 89701. The name and address of
its resident agent is Richard S. Staub, at the above address.
THIRD: The nature of the business or objects or purposes proposed
may be organized under 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
Fifty Million (50,000,000) Shares with a Par Value of One Thousandth Dollar
(.001) per share.
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 two unless there is less than two stockholders:
The name and post office address of the first board of directors, which shall be
two in number, is as follows:
NAME POST OFFICE ADDRESS
KERWIN BURNS 27032 NORTH WOLF CREEK TRAIL, SUITE 17
VALENCIA, CA 91354
KENDALL BURNS 27032 NORTH WOLF CREEK TRAIL, SUITE 17
VALENCIA, CA 91354
SIXTH: The capital stock, after the amount of the subscription
price, or par value, has been paid in, shall not be subject to assessment to pay
the debts of the corporation.
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SEVENTH: The name and address of the incorporator signing the
articles of incorporation is as follows:
NAME POST OFFICE ADDRESS
Warren J. Soloski 429 Santa Monica Blvd. Suite 510, Santa Monica, CA
90401
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: Directors, officers and shareholders of this corporation
shall not be personally liable for damages for breach of fiduciary duty as a
director or officer except acts or omissions which include misconduct or fraud.
TWELFTH: 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 30th day of September, 1999.
/s/ Warren J. Soloski
--------------------------------
Warren J. Soloski
STATE OF CALIFORNIA )
SS
COUNTY OF LOS ANGELES )
On this 30th day of September, 1999, before me a Notary Public, personally
appeared, Warren J. Soloski, who severally acknowledged that he executed the
above instrument.
/s/ Toni Gales
-------------------
(Notary Stamp)
Toni Gales
Commission #1160800
Notary Public-California
Los Angeles County
My Comm. Expires Nov 7,2001
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FILED #C-26117-99
OCT 20 1999
IN THE OFFICE OF
DEAN HELLER
SECRETARY OF STATE
CERTIFICATE OF ACCEPTANCE
OF
APPOINTMENT OF RESIDENT AGENT
I, Richard S. Staub, Authorized Registered Agent, on behalf of Corporation
Service Company hereby accepts appointment as Resident Agent of the above-named
corporation.
October 20th 1999
/s/ Richard Staub
--------------------------
Authorized Registered Agent
