ARTICLES OF INCORPORATION
The name of the corporation
is Data420 (hereinafter, the "Corporation").
The address of the Corporation's
registered office in the State of Nevada is 245 East Liberty Street, Suite 200, Reno, Nevada 89501. The name of its registered
agent at such address is Agency Services of Nevada.
The nature of the business
or purposes to be conducted or promoted by the Corporation is to engage in any lawful act or activity for which corporations may
be organized under Chapter 78 of the Nevada Revised Statutes.
Section 1. Authorized Shares.
The total number of shares of capital stock which the Corporation has authority to issue is 75,000,000 consisting of:
74,000,000 shares of Common
Stock, par value $0.001 per share (the “Common Stock”); and
1,000,000 shares of initially
undesignated Preferred Stock, par value $0.001 per share (“Blank Check Preferred Stock”).
Section 2. Common Stock.
The holders of Common Stock shall be entitled to receive such dividends, if any, as may be declared from time to time by the board
of directors. In the event of voluntary or involuntary liquidation, distribution or sale of assets, dissolution or winding-up of
the corporation, the holders of the Common Stock shall be entitled to receive all the remaining assets of the Corporation, tangible
and intangible, of whatever kind available for distribution to stockholders, ratably in proportion to the number of shares of the
Common Stock held by each. Each share of Common Stock shall have one vote with respect to all matters submitted to the shareholders
for a vote. Notwithstanding the foregoing, all rights of the Common Stock shall be subject to any superior or parallel rights of
any series of Preferred Stock.
Section 3. Blank Check
Preferred Stock. The Blank Check Preferred Stock may be issued from time to time and in one or more series. The Board of Directors
of the Corporation is authorized to create, designate and determine or alter the powers, preferences and rights, and the qualifications,
limitations and restrictions granted to or imposed upon any wholly unissued series of Blank Check Preferred Stock, and within the
limitations or restrictions stated in any resolution or resolutions of the Board of Directors originally fixing the number of shares
constituting any series of Blank Check Preferred Stock, to increase or decrease (but not below the number of shares of any such
series of Preferred Stock then outstanding) the number of shares of any such series of Blank Check Preferred Stock, and to fix
the number of shares of any series of Blank Check Preferred Stock. In the event that the number of shares of any series of Blank
Check Preferred Stock shall be so decreased, the shares constituting such decrease shall resume the status which such shares had
prior to the adoption of the resolution originally fixing the number of shares of such series of Blank Check Preferred Stock subject
to the requirements of applicable law.
Section 4. Pre-emptive
Rights. No holder of any of the shares of any class or series of stock or of options, warrants or other rights to purchase
share of any class or series of stock or of other securities of the Corporation shall have any pre-emptive right to purchase or
subscribe for any unissued stock of any class or series of the Corporation.
Section 1. Board of Directors. The
business and affairs of the Corporation shall be managed by and under the direction of the Board of Directors.
Section 2. Number of Directors.
The number of directors which shall constitute the Board of Directors shall be determined from time to time by the Bylaws or an
Section 3. Election and
Term of Office. The directors shall be elected by a plurality of the votes of the shares of capital stock of the Corporation
present in person or represented by proxy at the meeting and entitled to vote in the election of directors. Each director shall
hold office until a successor is duly elected and qualified or until his or her earlier death, resignation or removal. Elections
of directors need not be by written ballot unless the Bylaws of the Corporation shall so provide.
The Board of Directors of
the Corporation is expressly authorized to adopt, amend, or repeal the Bylaws of the Corporation.
The Corporation reserves the
right at any time and from time to time to amend, alter, change, or repeal any provision contained in these Articles of Incorporation
in the manner now or hereafter prescribed by law; and all rights, preferences, and privileges of whatsoever nature conferred upon
stockholders, directors, or any other persons whomsoever by and pursuant to these Articles of Incorporation in their present form
or as hereafter amended are granted subject to the rights reserved in this Article 7.
To the fullest extent permitted
by Nevada law and subject to the Bylaws of the Corporation, the directors and officers of the Corporation shall not be liable to
the Corporation or its stockholders for damages for their conduct or omissions as directors or officers. Any amendment to or repeal
of this Article shall not adversely affect any right of a director or officer of the Corporation hereunder with respect to any
acts or omissions of the director of officer occurring prior to amendment or repeal.
To the fullest extent permitted
by Nevada law, the Corporation shall indemnify and hold harmless the officers and directors of the Corporation. The Board of Directors
shall be entitled to determine the terms of indemnification, including advance of expenses, and to give effect thereto through
the adoption of Bylaws, approval of agreements, or by any other manner approved by the Board of Directors. Any amendment to or
repeal of this Article shall not adversely affect any right of an individual with respect to any right to indemnification arising
prior to such amendment or repeal.
The Corporation elects
not to be governed by Sections 78.411 to 78.444 of the Nevada Revised Statutes. The Corporation elects not to be governed by Sections
78.378 through 78.3793 of the Nevada Revised Statutes.