MINNESOTA SECRETARY OF STATE MINNESOTA BUSINESS CORPORATION ARTICLES OF INCORPORATION Minnesota Statutes, Chapter 302A Fee $135.00 READ THE INSTRUCTIONS BEFORE COMPLETING THIS FORM. The undersigned incorporator(s) is an (are) individual(s) 18 years of age or older, and adopts the following articles of incorporation: Note: A professional corporation governed under Chapter 319B must include an attachment with the following information: (This information is only required if this is a professional corporation.) 1. Statement that the Minnesota firm elects to operate and acknowledges that it is subject to Minnesota Statutes, Chapter 319B.01 to 319B.12. 2. List the professional service the corporation is authorized to provide under Chap. 319B, subd 19. ARTICLE I – BUSINESS NAME Name of Corporation: (Required) (Must include a corporate or professional designation in their name.) ____________________________________________________________________________________________________ ARTICLE II – REGISTERED OFFICE AND AGENT The Registered Office Address of the Corporation is: (Required) ____________________________________________________________________________________________________ Street Address (A PO Box by itself is not acceptable) City State Zip The Registered Agent at the above address is: ____________________________________________________________________________________________________ Agent’s Name (A registered agent is not required.) ARTICLE III – SHARES The corporation is authorized to issue a total of _____________________ shares. (Must authorize at least one share.) ARTICLE IV - INCORPORATORS I (We), the undersigned incorporator(s) certify that I am (we are) authorized to sign these articles and that the information in these articles is true and correct. I (We) also understand that if any of this information is intentionally or knowingly misstated that criminal penalties will apply as if I (we) had signed these articles under oath. (Provide the name and address of each incorporator. Each incorporator must sign below. List the incorporators on an additional sheet if you have more than two incorporators.) ___________________________________________________________________________________________________ Incorporator’s Name Street Address City State Zip Signature ___________________________________________________________________________________________________ Incorporator’s Name Street Address City State Zip Signature List a name, daytime phone number, and e-mail address of a person who can be contacted about this form. ____________________________________________________________________________________________________ Contact Name Phone Number E-Mail Address American LegalNet, Inc. www.FormsWorkFlow.com INSTRUCTIONS Retain the original signed copy of this document for your records and submit a legible photocopy for filing with the Secretary of State. NOTE: This form is intended merely as a guide in the formation of a Minnesota corporation. It is not intended to cover all situations. If this form does not meet the specific needs and requirements of the corporation, the incorporators should draft their own articles. ONLY Professional Corporations governed under Chapter 319B must include a statement that the MN firm elects to operate and acknowledges that it is subject to MN Statutes, Chapter 319B.01 to 319B.12, and list the professional service under Minnesota Statutes, Chapter 319B.02, subdivision 19, the corporation is authorized to provide. ARTICLE I – Business Name: (Required) State the exact corporate name. A preliminary name availability search may be done by accessing our Website at www.sos.state.mn.us, or by calling our Business Information Line between 9:00am and 4:00pm, Monday through Friday at (651) 296-2803 or toll free at 1-877-551-6SOS (6767). Corporations MUST choose one of the following words or abbreviation of these words as part of the name of the business: “Incorporated”; “Corporation”; “Limited”; or “Company”. Note: The word “company” cannot be immediately preceded by “and” or “&”. Professional corporations MUST choose one of the following phrases, words or abbreviations as part of the name of the business: "Professional Corporation"; "Professional Service Corporation"; "Service Corporation"; "Professional Association"; "Chartered"; "Limited"; "P.C."; "P.S.C."; "S.C."; "P.A."; or "Ltd." ARTICLE II – Registered Office and Agent: (Required) The Registered Office address is required. List the complete street address or rural route and rural route box number for the registered office address. Post office box numbers are NOT acceptable. This MUST be a Minnesota address. If you have a registered agent, list the full name of the agent located at the registered office address. ARTICLE III – Shares: (Required) Corporations must be authorized to issue at least one share. State the number of shares the corporation will be authorized to issue. ARTICLE IV – Incorporators: (Required) Only one incorporator is required. If there is more than one incorporator, state the name and complete address for each incorporator. A signature is required for each incorporator or by an Authorized Agent (The signing party must indicate on the document that they are acting as the agent of the person(s) whose signature would be required and that they have been authorized to sign on behalf of that person(s).) List the incorporators on an additional sheet if there are more than two incorporators. Filing Fee: $135.00 Payable to the MN Secretary of State FILE IN-PERSON OR MAIL TO: Minnesota Secretary of State - Business Services Retirement Systems of Minnesota Building 60 Empire Drive, Suite 100 St Paul, MN 55103 (Staffed 8:00 - 4:00, Monday - Friday, excluding holidays) To obtain a copy of a form you can go to our web site at www.sos.state.mn.us, or contact us between 9:00am to 4:00pm, Monday through Friday at (651) 296-2803 or toll free 1-877-551-6SOS (6767). All of the information on this form is public. Minnesota law requires certain information to be provided for this type of filing. If that information is not included, your document may be returned unfiled. This document can be made available in alternative formats, such as large print, Braille or audio tape, by calling (651)296-2803/voice. For a TTY/TTD (deaf and hard of hearing) communication, contact the Minnesota Relay Service at 1-800-627-3529 and ask them to place a call to (651)2962803. The Secretary of State's Office does not discriminate on the basis of race, creed, color, sex, sexual orientation, national origin, age, marital status, disability, religion, reliance on public assistance or political opinions or affiliations in employment or the provision of service. DomesticBusinessCorpArticlesofIncRev.07-01-11 American LegalNet, Inc. www.FormsWorkFlow.com