APT Motovox Group, Inc. - FORM S-1 - EX-3.0 - ARTICLES OF INCORPORATION - March 11, 2010

Attached files

file filename
S-1 - FORM S_1 - APT Motovox Group, Inc.ffgg_s1.htm
EX-3.2 - BYLAWS - APT Motovox Group, Inc.ffgg_ex32.htm
EX-3.1 - AMENDMENT TO ARTICLES OF INCORPORATION - APT Motovox Group, Inc.ffgg_ex31.htm
EX-5.1 - OPINION OF LEGAL COUNSEL - APT Motovox Group, Inc.ffgg_ex51.htm
EX-14.0 - CODE OF ETHICS - APT Motovox Group, Inc.ffgg_ex140.htm
EX-10.1 - COMMERCIAL LEASE AGREEMENT BETWEEN FROZEN FOOD GIFT GROUP, INC. AND WINAWAY INTERNATIONAL, INC. DATED OCTOBER 26, 2009 - APT Motovox Group, Inc.ffgg_ex101.htm
EX-23.1 - AUDITORS CONSENT - APT Motovox Group, Inc.ffgg_ex231.htm
EX-10.2 - PRE-INCORPORATION AGREEMENT BETWEEN THE FOUNDERS OF FROZEN FOOD GIFT GROUP, INC. DATED JANUARY 2, 2009 - APT Motovox Group, Inc.ffgg_ex102.htm
EX-10.0 - INDEPENDENT CONTRACTOR AGREEMENT DATED JULY 31, 2009 - APT Motovox Group, Inc.ffgg_ex100.htm
EXHIBIT 3.0
 
   
State of Delaware
Secretary of State
Division of Corporations
Delivered 01:17 PM 11/05/2009
FILED 10:56 AM 11/05/2009
SRV 090993064 - 4749927 FILE
 
CERTIFICATE OF INCORPORATION
 
FIRST: The name of this corporation shall be FROZEN FOOD GIFT GROUP, TNC.
 
SECOND: Its registered office in the State of Delaware is to be located at 27IlCenterville Road, Suite 400, Wilmington, County of New Castle, Delaware, 19808. The name of its registered agent at such address is The Company Corporation.
 
THIRD: The purpose or purposes of the corporation shall be:
To engage in any lawful act or activity for which corporations may be organized under the General Corporation Law of Delaware.
 
FOURTH: The total number of shares of stock, which this corporation is authorized to issue, is Two Hundred Million (200,000,000) shares of common stock with a par value of $0,0001.
 
FIFTH: The name and address of the incorporator is as follows:
 
The Company Corporation
2711 Centerville Road
Suite 400
Wilmington, Delaware 19808
 
SIXTH: The Board of Directors shall have the power to adopt, amend or repeal the by-laws.
 
SEVENTH: No director shall be personally liable to the Corporation or its stockholders for monetary damages for any breach of fiduciary duty by such director as a director. Notwithstanding the foregoing sentence, a director shall be liable to the extent provided by applicable law, (i) for breach of the director's duty of loyalty to the Corporation or its stockholders, (ii) for acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law, (iii) pursuant to Section 174 of the Delaware General Corporation Law or (iv) for any transaction from which the director derived an improper personal benefit. No amendment to or repeal of this Article Seventh shall apply to or have any effect on the liability or alleged liability of any director of the Corporation for or with respect to any acts or omissions of such director occurring prior to such amendment.
 
IN WITNESS WHEREOF, the undersigned, being the incorporator herein before named, has executed signed and acknowledged this certificate of incorporation this 5th day of November, 2009.
 
 
 
  The Company Corporation, Incorporator  
       
 
By:
/s/ Katrina Smith  
    Name: Katrina Smith  
    Assistant Secretary  
 

APT Motovox Group, Inc. Reports