Attached files
| file | filename |
|---|---|
| S-1 - Rainbow Coral Corp. | v197279_s1.htm |
| EX-4.1 - Rainbow Coral Corp. | v197279_ex4-1.htm |
| EX-3.2 - Rainbow Coral Corp. | v197279_ex3-2.htm |
| EX-5.1 - Rainbow Coral Corp. | v197279_ex5-1.htm |
| EX-23.1 - Rainbow Coral Corp. | v197279_ex23-1.htm |
| EX-99.1 - Rainbow Coral Corp. | v197279_ex99-1.htm |
| EX-14.1 - Rainbow Coral Corp. | v197279_ex14-1.htm |
ARTICLES OF
INCORPORATION
OF
RAINBOW CORAL
CORP.
The undersigned, a natural person
competent to contract, does hereby make, subscribe and file these Articles of
Incorporation for the purpose of organizing a corporation under the laws of the
State of Florida.
ARTICLE
I
CORPORATE
NAME
The name of this Corporation shall be:
RAINBOW CORAL CORP.
ARTICLE
II
PRINCIPAL OFFICE AND MAILING
ADDRESS
The principal office and mailing
address of the Corporation is 291 LaCosta Rd Nokomis, FL 34275
ARTICLE
III
NATURE OF CORPORATE BUSINESS
AND POWERS
The general nature of the business to
be transacted by this Corporation shall be to engage in any and all lawful
business permitted under the laws of the United States and the State of
Florida.
ARTICLE
IV
CAPITAL
STOCK
The maximum number of shares that this
Corporation shall be authorized to issue and have outstanding at any one time
shall be (two hundred and fifty million) 250,000,000 shares of Common Stock, par
value $.0001 per share.
ARTICLE
V
TERM OF
EXISTENCE
This Corporation shall have perpetual
existence.
ARTICLE
VI
REGISTERED
AGENT AND
INITIAL REGISTERED OFFICE IN
FLORIDA
The Registered Agent and the street
address of the initial Registered Office of this Corporation in the State of
Florida shall be:
Louis
Foxwell
291
LaCosta Rd, Nokomis, FL 34275
ARTICLE
VII
BOARD OF
DIRECTORS
This corporation shall have one (1)
Director initially.
Louis
Foxwell
291
LaCosta Rd Nokomis, FL 34275
ARTICLE
VIII
INCORPORATOR
The name address of the person signing
these Articles of Incorporation as the Incorporator is Louis
Foxwell.
ARTICLE
IX
INDEMNIFICATION
To the
fullest extent permitted by the Florida Business Corporation Act, the
Corporation shall indemnify, or advance expenses to, any person made, or
threatened to be made, a party to any action, suit or proceeding by reason of
the fact that such person (i) is or was a director of the Corporation; (ii) is
or was serving at the request of the Corporation as a director of another
corporation, provided that such person is or was at the time a director of the
Corporation; or (iv)is or was serving at the request of the Corporation as an
officer of another Corporation, provided that such person is or was at the time
a director of the corporation or a director of such other corporation, serving
at the request of the Corporation. Unless otherwise expressly
prohibited by the Florida Business Corporation Act, and except as otherwise
provided in the previous sentence, the Board of Directors of the Corporation
shall have the sole and exclusive discretion, on such terms and conditions as it
shall determine, to indemnify, or advance expenses to, any person made, or
threatened to be made, a party to any action, suit, or proceeding by reason of
the fact such person is or was an officer, employee or agent of the Corporation
as an officer, employee or agent of another corporation, partnership, joint
venture, trust or other enterprise.
ARTICLE
X
AFFILIATED
TRANSACTIONS
This Corporation expressly elects not
to be governed by Section 607.0901 of the Florida Business Corporation Act, as
amended from time to time, relating to affiliated transactions.
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ARTICLE
XI
CONTROL SHARE
ACQUISITIONS
This Corporation expressly elects to be
governed by Section 607.0902 of the Florida Business Corporation Act, as amended
from time to time, relating to control share acquisitions.
IN WITNESS WHEREOF, the undersigned
Incorporator has executed the foregoing Articles of Incorporation on
the 13th day of August 2010.
| /s/ Louis Foxwell | ||
|
Louis
Foxwell, Incorporator
|
||
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CERTIFICATE
DESIGNATING REGISTERED AGENT
AND
OFFICE FOR SERVICE FOR PROCESS
RAINBOW CORAL CORP., a corporation
existing under the laws of the State of Florida with its principal office and
mailing address at 291 LaCosta Rd, Nokomis, FL 34275 has named
Louis Foxwell whose address is 291 LaCosta Rd, Nokomis, FL 34275 as its
agent to accept service of process within the State of Florida.
ACCEPTANCE:
Having been named to accept service of
process for the above-named Corporation, at the place designated in this
Certificate, I hereby accept the appointment as Registered Agent, and agree to
comply with all applicable provisions of law. In addition, I hereby
am familiar with and accept the duties and responsibilities as Registered Agent
for said Corporation.
|
/s/
Louis Foxwell
|
|
|
Louis
Foxwell
|
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