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EXHIBIT 3.1
ARTICLES OF INCORPORATION
OF
SUNSHINE EQUITIES CORP.
The undersigned subscriber to these Articles of Incorporation, a natural
person competent to contract, hereby forms a corporation under the laws of the
State of Florida.
ARTICLE I
NAME
The name of this corporation is SUNSHINE EQUITIES CORP.
ARTICLE II
NATURE OF THE BUSINESS
This corporation shall have the power to transact or engage in any
business permitted under the laws of the United States and of the State of
Florida.
ARTICLE III
CAPITAL STOCK
The capital stock of this corporation shall consist of 500,000,000 shares
of common stock having a par value of $.00001 per share. All of said stock
shall be issued only for cash or other property or for services at a just
valuation as shall be determined by the Board of Directors.
ARTICLE IV
INITIAL CAPITAL
The amount of capital with which this corporation shall commence business
shall be not less than One Hundred ($100.00) Dollars.
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ARTICLE V
TERM OF EXISTENCE
This corporation shall have perpetual existence.
ARTICLE VI
INITIAL ADDRESS
The initial address of the principal place of business of this corporation
in the State of Florida shall be 10709 SW 104th Street, Miami, Florida 33176.
The Board of Directors may at any time and from time to time move the principal
office of this corporation to any location within or without the State of
Florida.
ARTICLE VII
DIRECTORS
The business of this corporation shall be managed by its Board of
Directors. The number of such directors shall not be less than one (1) and,
subject to such minimum may be increased or decreased from time to time in the
manner provided in the By-Laws. The number of persons constituting the initial
Board of Directors shall be 1.
ARTICLE VIII
INITIAL DIRECTORS
The names and addresses of the initial Board of Directors are as follows:
David Goldweitz 10709 SW 104th Street
Miami, FL 33176
ARTICLE IX
SUBSCRIBER
The name and address of the person signing these Articles of
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Incorporation as subscriber is:
Eric P. Littman
Suite 202
1428 Brickell Avenue
Miami, FL 33131
ARTICLE X
VOTING FOR DIRECTORS
The Board of Directors shall be elected by the Stockholders of the
corporation at such time and in such manner as provided in the By-Laws.
ARTICLE XI
CONTRACTS
No contract or other transaction between this corporation and any person,
firm or corporation shall be affected by the fact that any officer or director
of this corporation is such other party or is, or at some time in the future
becomes, an officer, director or partner of such other contracting party, or
has now or hereafter a direct or indirect interest in such contract.
ARTICLE XII
INDEMNIFICATION OF OFFICERS AND DIRECTORS
This corporation shall have the power, in its By-Laws or in any
resolution of its stockholders or directors, to undertake to indemnify the
officers and directors of this corporation against any contingency or peril as
may be determined to be in the best interests of this corporation, and in
conjunction therewith, to procure, at this corporation's expense, policies of
insurance.
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ARTICLE XIII
ELECTION
The corporation expressly elects not to be governed by the provisions of
Section 607.108 and 607.109, Florida Statutes.
ARTICLE XIV
AMENDMENT
Except as may be provided in the By-Laws of this corporation to the
contrary, these Articles of Incorporation may be amended by the affirmative
vote of a majority of the Board of Directors and by the affirmative vote of the
holders of not less than two-thirds (2/3) of the then outstanding stock of the
corporation.
ARTICLE XV
RESIDENT AGENT
The name and address of the initial resident agent of this corporation is:
Eric P. Littman
Suite 202
1428 Brickell Avenue
Miami, FL 33131
IN WITNESS WHEREOF, I have hereunto subscribed to and executed
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these Articles of Incorporation this 20th day of June, 1988.
/s/ ERIC P. LITTMAN
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Eric P. Littman, Subscriber
Subscribed and Sworn to this
20th day of June, 1988.
Before me:
/s/ ISABEL J. CANTERA
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Notary Public
My Commission Expires:
Notary Public, State of Florida at Large
My Commission Expires Feb. 28, 1991
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ARTICLES OF AMENDMENT TO
SUNSHINE EQUITIES CORP.
THE UNDERSIGNED, being the President of SUNSHINE EQUITIES CORP., does
hereby amend its Articles of Incorporation as follows:
ARTICLE I
CORPORATE NAME
The name of the Corporation shall be LAL Ventures Corp.
I hereby certify that the following was adopted by a majority vote of the
shareholders and directors of the corporation on August 11, 1998 and that the
number of votes cast was sufficient for approval.
IN WITNESS WHEREOF, I have hereunto subscribed to and executed this
Amendment to Articles of Incorporation this on August 11, 1998.
/s/ ERIC P. LITTMAN
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Eric P. Littman, President
The foregoing instrument was acknowledged before me on August 11, 1998,
by Eric P. Littman, who is personally known to me.
/s/ ISABEL J. CANTERA
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Notary Public
My commission expires: [NOTARY PUBLIC SEAL]
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ARTICLES OF AMENDMENT TO
LAL VENTURES CORP.
THE UNDERSIGNED, being the president of LAL Ventures Corp., does hereby
amend the Articles of Incorporation of LAL Ventures Corp. as follows:
ARTICLE I
CORPORATE NAME
The name of the Corporation shall be cyberoad.com Corporation.
I hereby certify that the following was adopted by a majority vote of the
shareholders and directors of the corporation on April 28, 1999 and that the
number of votes cast was sufficient for approval.
IN WITNESS WHEREOF, I have hereunto subscribed to and executed this
Amendment to Articles of Incorporation this on April 28, 1999.
/s/ JOHN COFFEY
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John Coffey, President
The foregoing instrument was acknowledged before me on April 28, 1999, by
John Coffey, who is personally known to me.
/s/ Jose L. Ocampo Rojas
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Jose L. Ocampo Rojas
Notary Public
FILED
99 MAY-3 P.M. 1:21
SECRETARY OF STATE
TALLAHASSEE, FLORIDA