ARTICLES OF INCORPORATION
OF
GLOBAL TECHNOLOGY, LTD.
We, the undersigned natural persons of the age of twenty-one years or
more, acting as incorporators of a corporation under the Nevada Business
Corporation Act, adopt the following Articles of Incorporation for such
corporation:
ARTICLE I
NAME. The name of the corporation is Global Technology, Ltd.
ARTICLE II
DURATION. The period of its duration is perpetual.
ARTICLE III
BUSINESS. The pursuit of business and corporate powers agreed upon are
as follows:
(1) To carry on the business of share dealers or financial agents in all
transactions relating to the sale, transfer, or exchange of every description
of stocks, shares, commodities, debentures, bonds, mortgages, freehold or
leasehold property, life interests, reversions or other securities or
investments for money, and all transactions and negotiations on commission or
otherwise or otherwise relating to such business; and to
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advance or negotiate the advance of money at interest on securities or
otherwise; and to carry on the business of stock and share brokers, land,
estate and mortgage agents, and brokers in all branches.
(2) To conduct the business of financing all types of business
activities, to purchase, finance, or discount commercial paper; to purchase or
otherwise acquire open accounts receivable, notes, drafts and acceptance from
manufacturers and jobbers and the installment lien obligations, covering any
and all sales on any merchandise or other commodities; to purchase, loan upon,
acquire, or otherwise finance, sell and dispose of any and all insurance
contracts, installment lien obligations, or indebtedness incurred or to be
incurred by any written instruments, and to guarantee, pledge, borrow, finance
or raise money for any such investment in any way and to do such other
financing as may be for the welfare of the corporation.
(3) TO acquire by purchase or otherwise, property, real or personal, and
the good will, rights and assets of any person, firm, or corporation, and to
pay for the same in cash, stocks, bond, or otherwise acquire, sell, assign,
transfer mortgage, pledge, ane otherwise dispose of shares of the capital
stock, bonds, debentures, or other evidence of indebtedness created by any
person, firm or corporation, and while the holder thereof to exercise the
rights and privileges of ownership, including the right to vote thereon; to
buy, own, use, mortgage, sell, lease, bond or otherwise dispose of all
property, real or personal, necessary, useful, or desirable for it to own, use
or dispose of for its purposes.
(4) To apply for, obtain, register, lease, purchase, or otherwise acquire,
and to hold, use, pledge, lease, sell, assign, or otherwise dispose of
distinctive marks, improvements, processes, trade names, trade marks,
copyrights, patents, licenses, concessions, and the
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like, whether used in connection with or secured under letters patented of or
issued in connection with or secured under any country or authority, or
otherwise; and to issue, exercise, develop, and grant licenses on respect
thereof, or otherwise turn the same to account.
(5) To borrow money or raise monies for the business of the corporation
and all of its purposes and objects, upon such terms as the Board of Directors
may determine and the law permit.
(6) To enter into joint ventures or partnership with other persons, firms
or corporations.
(7) To have and to exercise all powers now or hereafter conferred by the
laws of the State of Nevada upon corporations organized under the laws under
which this corporation is organized and any and all acts amendatory thereof
and supplemental thereto.
(8) To make all such by-laws, rules and regulations not inconsistent with
law or with other corporate rights and vested privileges, as may be necessary
to carry into effect the objects of the corporation, and such by-laws, rules
and regulations may be made in a general meeting of the Board of Directors,
which rules, regulations or by-laws shall become effective upon formal
presentation by mailing to the stockholders of record.
(9) To engage in any and other and all business ventures, purposes, acts
or activity in various fields of business endeavor for which a corporation may
be organized and proceed under the Nevada Corporation Act.
ARTICLE IV
CAPITAL. The capital of the corporation is ($100,000.00) One Hundred
Thousand Dollars and is represented by (100,000,000) One Hundred Million
shares of Common capital stock having a par value of ($0.001) one tenth of one
cent per share.
ARTICLE V
CAPITAL STOCK. Subject to the provisions of law, this corporation may
purchase or otherwise acquire, hold, sell, transfer, and reissue the
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shares of capital stock.
ARTICLE VI
SHARES. The corporation will not commence business until consideration
of the value of at least One Thousand Dollars ($1,000.00)has been received for
the issuance of shares.
ARTICLE VII
PRIVILEGES AND RESTRICTIONS TO SHAREHOLDERS. The privileges and
restrictions granted to or imposed upon each share or the holder thereof are
as follows:
(1) Each issued and outstanding share, not including treasury shares,
if any, shall be entitled to one vote at all shareholders' meetings;
(2) The right of cumulative voting shall not be allowed in the
election of directors.
(3) Each share shall entitle its holder to receive an equal and a
noncumulative portion of dividends, if, when and as declared by the Board of
Directors in accordance with law.
ARTICLE VIII
RESERVE POWER. Except as to Article IX herein, the corporation reserves
the rights to amend, alter, change, or repeal any provisions contained in
these Articles of Incorporation, in the manner now or hereinafter prescribed
by law, and all rights and powers conferred herein on stockholders, directors,
and officers are subject to this reserve power.
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ARTICLE IX
STOCK NON-ASSESSABLE. The stock of this corporation shall be non-
assessable.
ARTICLE X
BY-LAWS. The Board of Directors may make, amend, or repeal at
pleasure, by-laws of this corporation, not inconsistent with the provisions of
these Articles of Incorporation.
ARTICLE XI
MEETINGS. The annual meeting of the stockholders shall be held in the
month of June of each year at a place and a time to be designated by the Board
of Directors. Special meetings of the stockholders may be called by the
president, or by the Board of Directors, or by a majority of the stockholders
as shown by the records of the corporation. Notice of special stockholders'
meetings shall be given by mailing a notice of the time and place and purpose
of the meeting to each stockholder of record, addressed to him at his address
as shown by the records of the corporation, not less than ten days prior to
the date of the meeting. Director's meetings shall be held at such time and
place and upon such notice as the Board of Directors from time to time shall
determine. A majority of the Board of Directors present and voting at a
directors meeting shall constitute a quorum for the transaction of business.
ARTICLE XII
THE ADDRESS OF THE CORPORATION AND REGISTERED AGENT IS: the
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post office address of the initial registered office of the corporation and
registered agent is: 4530 Alpine Place, Las Vegas, NV 89107.
ARTICLE XIII
OFFICERS. The number and kind of officers and directors of the
corporation shall be as follows: there shall be a board of directors
consisting of not less than three directors. The number thereof shall be
fixed from time to time, and shall be subject to change by the stockholders at
any stockholders' meeting held at which directors may be elected. There shall
be a president who shall be a stockholders and a member of the board of
directors, one or more vice presidents, a secretary and a treasurer, and such
assistant secretaries and treasurers as the board of directors may from time
to time determine. Each of such officers other than the president may, but
need not be, a stockholder or a director of the corporation. The initial
number of stockholders will be less than three.
ARTICLE XIV
ELECTION OF DIRECTORS. The directors, except those named herein as such
and those chosen by the board to fill a vacancy for an unexpired term, shall
be elected by the stockholders at the regular annual stockholders' meeting, or
if it is not held, at any special meeting of the stockholders called for that
purpose, and directors so elected shall serve until the next annual
stockholders' meeting or until their successors are elected and qualified.
ARTICLE XV
NAMED DIRECTORS. Directors who shall hold office until the first annual
stockholders' meeting are herein provided, unless vacancies by death,
resignation or removal shall sooner occur, and until the election and
qualification of their respective successors, are as follows:
Name Address
----- ---------
Win L. Smith 68 South Main Street #607
Salt Lake City, Utah 84101
ARTICLE XVI
PRIVATE PROPERTY EXEMPT. Private property of the stockholder shall not
be liable for the debts of the corporation.
ARTICLE XVI
NAMED INCORPORATORS. The name and address of each incorporator is:
Name Address
----- ---------
Win L. Smith 68 South Main Street #607
Salt Lake City, Utah 84101
DATED 2-6-85 /s/ Win L Smith
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STATE OF UTAH :
:ss
COUNTY OF SALT LAKE :
I, Jan White, a Notary Public, hereby certify that on the 6th day of
February, personally appeared before me W.L. Smith, ________________, and
________________, who being by me first duly sworn, severally declared that
they are the persons who signed the foregoing documents as incorporators and
that the statements herein contained are true.
IN WITNESS WHEREOF, I have hereunto set my hand and seal on the 6th day
of February, 1985.
<Notary seal of Jan White
appears here>
My commission expires: Oct 14, 1987
