Exhibit 3.1
| NORTH CAROLINA Department of the Secretary of State |
To all whom these presents shall come, Greetings:
I, Elaine F. Marshall, Secretary of State of the State of North Carolina, do hereby certify
the following and hereto attached to be a true copy of
ARTICLES OF INCORPORATION
OF
DOLE FOOD COMPANY, INC.
the original of which was filed in this office on the 6th day of September, 2016.
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Scan to verify online. |
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal at the City of Raleigh, this 7th day of September, 2016.
/s/ Elaine F. Marshall Secretary of State | ||||||
Certification#C201625000742-1 Reference#C201625000742-1 Page: 1 of 3 Verify this certificate online at http://www.sosnc.gov/verification | ||||||||
SOSID: 1541612 Date Filed: 9/6/2016 Elaine F. Marshall North Carolina Secretary of State
C2016 250 00742 |
State of North Carolina
Department of the Secretary of State
ARTICLES OF INCORPORATION
INCLUDING ARTICLES OF CONVERSION
Pursuant to§55-2-02 and §55-11A-03 of the General Statutes of North Carolina, the undersigned converting business entity does hereby submit these Articles of Incorporation Including Articles of Conversion for the purpose of forming a business corporation.
| 1. | The name of the resulting corporation isDole Food Company, Inc. |
The corporation is being formed pursuant to a conversion of another business entity.
| 2. | The name of the converting business entity isDole Food Company, Inc. |
and the organization and internal affairs of the converting business entity are governed by the laws of the state or country of Delaware . A plan of conversion has been approved by the converting business entity as required by law.
| 3. | The converting business entity is a(check one): |
| ☒ | foreign corporation |
| ☐ | domestic limited liability company |
| ☐ | foreign limited liability company |
| ☐ | domestic limited partnership |
| ☐ | foreign limited partnership |
| ☐ | domestic registered limited liability partnership |
| ☐ | foreign limited liability partnership |
| ☐ | other partnership as defined in G.S.59-36, whether or not formed under the laws of North Carolina |
| 4. | The number of shares the corporation is authorized to issue is:1,000 |
These shares shall be:(check either a or b)
| a. | ☒ all of one class, designated as common stock; or |
| b. | ☐ divided into classes or series within a class as provided in the attached schedule, with the information required |
| by N.C.G.S.Section 55-6-01. |
| 5. | The name of the initial registered agent is:Corporation Service Company |
| 6. | The street address and county of the initial registered office of the corporation is: |
| Number and Street | 327 Hillsborough St. |
| City | Raleigh | State | NC | Zip Code | 27603 | County | Wake |
| 7. | The mailing address,if different from the street address, of the initial registered office is: |
| Number and Street |
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| City |
| State | NC | Zip Code |
| County |
|
CORPORATIONS DIVISION (Revised August 2013)
| P. O. BOX 29622 | RALEIGH, NC 27626-0622 (FormB-01A) |
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| 8. | Principal office information:(Select either a or b.) |
| a. | ☒ The corporation has a principal office. |
The principal office telephone number:(818)879-6600
The street address and county of the principal office of the corporation is:
| Number and Street | One Dole Drive |
| City | Westlake Village | State | CA | Zip Code | 91362 | County | Los Angeles |
The mailing address,if different from the street address, of the principal office of the corporation is:
| Number and Street |
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| City |
| State |
| Zip Code |
| County |
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| b. | ☐ The corporation does not have a principal office. |
| 9. | Any other provisions, which the corporation elects to include, are attached. |
| 10. | The name and address of each incorporator is as follows: |
Jared Gale | ||||
Privacy Redaction | ||||
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| 11. | (Optional): Please provide a businesse-mail address:Privacy Redaction . | |||
| The Secretary of State’s Office wille-mail the busine [illegible] t no charge when a document is filed. Thee-mail provided will not be viewable on the website. For more information on why this service is being offered, please see the instructions for this document. |  |
| 12. | These articles will be effective upon filing, unless a date and/or time is specified: |
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This the 31st day ofAugust 2016 .
|
/s/ Jared R. Gale |
| Signature |
Jared Gale, Incorporator |
| Type or Print Name and Title |
NOTES:
| 1. | Filing fee is $125. This document must be filed with the Secretary of State. |
CORPORATIONS DIVISION (Revised August 2013) | P. O. BOX 29622 | RALEIGH, NC 27626-0622 (FormB-01A) |
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