Exhibit 3.23
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![LOGO](https://capedge.com/proxy/S-4/0001193125-10-076001/g14166g19h86.jpg) | | DEAN HELLER Secretary of State 206 North Carson Street Carson City, Nevada 89701-4299 (775) 684 5708 Website: secretaryofstate.biz |
Articles of Incorporation
(PURSUANT TO NRS 78)
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Important: Read attached instructions before completing form. | | ABOVE SPACE IS FOR OFFICE USE ONLY |
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1. Name of Corporation: | | JDI Holdings, Inc. |
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2. Resident Agent | | The Corporation Trust Company of Nevada |
Name and Street | | Name |
Address: | | |
(must be a Nevada address | | 6100 Neil Road, Suite 500, Reno, NEVADA 89511 |
where process may be | | Street Address City Zip Code |
served) | | |
| | ________________________________________________, _________ ________________ |
| | Optional Mailing Address City State Zip Code |
3. Shares: | | |
(number of shares | | |
corporation | | Number of shares Number of shares |
authorized to issue) | | with par value: 75,000 Par value: $ .001 without par value: – 0 – |
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4. Names & | | 1. William A. Uelmen |
Addresses, of Board of | | Name |
Directors/Trustees: | | 3993 Howard Hughes Parkway, #100 Las Vegas NV 89109 |
(attach additional, page if | | Street Address City State Zip Code |
there is more than 3 directors/trustees) | | |
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| | 2. Christian E. Schmidt |
| | Name |
| | c/o 8310 16th Street Sturtevant, WI 53177 |
| | Street Address City State Zip Code |
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| | 3. Andrew J. Warren |
| | Name |
| | c/o 8310 16th Street Sturtevant, WI 53177 |
| | Street Address City State Zip Code |
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5. Purpose: | | The purpose of this Corporation shall be: |
(optional-see instructions) | | |
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6. Names, Address | | Timothy P. Reardon, Esq. /s/ Timothy P. Reardon |
and Signature of | | Name Signature |
Incorporator: | | Reinhart Boerner Van Deuren |
(attach additional, page if | | 1000 North Water Street, #2100 Milwaukee, WI 53202 |
there is more than 1 | | Address City State Zip Code |
incorporator) | | |
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7. Certificate of | | I hereby accept appointment as Resident Agent for the above named corporation. |
Acceptance of | | The Corporation Trust Company of Nevada |
Appointment of | | By: Illegible 12/23/03 |
Resident Agent: | | Assistant Secretary Date |
| | on behalf of R.A. Company |
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This form must be accompanied by appropriate fees. See attached fee schedule. | | Nevada Secretary of State Form 78 ARTICLES.2003 |
| | Revised on: 11/21/03 |
Page: 1 Document Name: untitled
NAME: JDI HOLDINGS, INC.
FILE TYP/NR C 32097-2003 ST NEVADA INC ON DEC 23, 2003 FOR PERPETUAL
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STATUS: | | ARTICLES FILED | | : 12-23-03 | | NUMBER OF PAGES FILED: | | 1 PXE |
TYPE: | | REGULAR | | | | | | |
PURPOSE: | | ALL LEGAL ACTIVITIES | | | | |
| | 75.00 FED | | | | CAPITAL: | | $75,000 |
PAR SHRS: | | 75,000 | | PAR VAL: $.001 | | NR NO PAR SHRS: | | |
RA NBR: 5482 | | | | | | | | |
NO OFFICERS LISTED ARTICLES F
RA CORPORATION TRUST COMPANY OF NEVADA STE 500 ACCEPTED 122303
6100 NEIL ROAD RENO NV 89511
FILER CT CORPORATION SYSTEM
208 S LA SALLE ST CHICAGO IL 60604
CMD?
PA1=MENU PF2=NEXT CORP PF5=END INQ PF7=LOOKUP
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(PROFIT) INITIAL LIST OF OFFICERS, DIRECTORS AND RESIDENT AGENT OF | | FILE NUMBER |
JDI Holdings, Inc. | | C32097-2003 |
(Name of Corporation) | | |
FOR THE FILING PERIOD OF TO
The corporation’s duly appointed resident agent in the State of Nevada upon whom process can be served is:
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The Corporation Trust Company of Nevada, 6100 Neil Road, Suite 500, Reno, Nevada 89511 | | ![LOGO](https://capedge.com/proxy/S-4/0001193125-10-076001/g14166g46i24.jpg) |
¨ CHECK BOX If YOU REQUIRE A FORM TO UPDATE YOUR RESIDENT AGENT INFORMATION
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Important: Read instructions before completing and returning this form. | | THE ABOVE SPACE IS FOR OFFICE USE ONLY |
1. | Print or type names and addresses, either residence or business, for all officers and directors. A President, Secretary, Treasurer, or equivalent of and all Directors must be named. Have an officer sign the term.FORM WILL BE RETURNED IF UNSIGNED |
2. | If there are additional directors attach a list of them to this form. |
3. | Return the completed form with the $125.00 filling fee. A $75.00 penalty must be added for failure to file this form by the last day of first month following the incorporation/initial registration with this office. |
4. | Make your check payable to the Secretary of State. Your cancelled check will constitute a certificate to transact business per NRS 78.155. To receive a certified copy, enclose an additional $30.00 and appropriate instructions. |
5. | Return the completed form to: Secretary of State. 202 North Carson Street, Carson City, NV 39701-4201, (775) 684-5708. |
6. | Form must be in the possession of the Secretary of State on or before the last day of the first month following the incorporation/initial registration data. (Postmark date is not accepted as receipt date.) Forms received after due date will be returned for additional fees and penalties. |
FILING FEE: $125.00 LATE PENALTY: $75.00
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CHECK ONLY IF APPLICABLE: | | | | |
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¨ This corporation is a publicly traded corporation. The Central Index Key number is: | | | | |
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¨ This publicly traded corporation is not required to have a Central Index Key number. |
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NAME | | | | TITLE(S) | | (OR EQUIVALENT OF) |
William A. Uelman | | PRESIDENT | | |
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ADDRESS | | CITY | | ST | | ZIP |
3993 Howard Hughes Parkway, Suite 100, Las Vegas, | | NV | | 89109 |
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NAME | | | | TITLE(S) | | |
Andrew J. Warren | | SECRETARY | | (OR EQUIVALENT OF) |
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ADDRESS | | CITY | | ST | | ZIP |
8310 16th Street Sturtevant | | WI | | 53177 |
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NAME | | TITLE(S) | | |
Christian E. Schmidt | | TREASURER | | (OR EQUIVALENT OF) |
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ADDRESS | | CITY | | ST | | ZIP |
8310 16th Street Sturtevant | | WI | | 53177 |
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NAME | | TITLE(S) | | |
See attached. | | DIRECTOR | | |
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ADDRESS | | CITY | | ST | | ZIP |
I declare, to the best of my knowledge under penalty of perjury, that the above mentioned entity has complied with the provisions of NRS 360.780 and acknowledge that pursuant to NRS 239.330, it is a category C felony to knowingly offer any false or forged instrument for filing in the Office of the Secretary of State.
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Signature of Officer | | /s/ Andrew J. Warren | | Title | | Secretary | | Date | | 1/27/04 |
| | | | | | Nevada Secretary of State Form INITIAL LIST-PROFIT 2003 Revised on: 11/12/03 |
Attachment to
(Profit) Initial List of Officers, Directors and Resident Agent of
JDI Holdings, Inc.
![LOGO](https://capedge.com/proxy/S-4/0001193125-10-076001/g14166g46i24.jpg)
List of Directors.
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Name | | Address | | |
William A. Uelman | | 3993 Howard Hughes Parkway, Suite 100 Las Vegas, NV 89109 | | |
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Andrew J. Warren | | 8310 16th Street Sturtevant, WI 53177 | | |
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Christian E. Schmidt | | 8310 16th Street Sturtevant, WI 53177 | | |