Articles of Incorporation, as amended, of the Company
(PURSUANT TO NRS 78) Filing fee:
STATE OF NEVADA Receipt #:
Secretary of State
(For filing office use) (For filing office use)
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IMPORTANT: Read instructions on reverse side before completing this form.
TYPE OR PRINT (BLACK INK ONLY)
1. NAME OF CORPORATION: Grant Reserve Corporation
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2. RESIDENT AGENT:(designated resident agent and his STREET ADDRESS in Nevada
where process may be served) --------------
Name of Resident Agent: THE CORPORATION TRUST COMPANY OF NEVADA
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Street Address: One East First Street Reno, NV 89501
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Street No Street Name City Zip
3. SHARES: (number of shares the corporation is authorized to issue)
SEE ATTACHMENT REGARDING SHARES
Number of shares with par value:____________ Par value:______________
Number of shares without par value:____________
4. GOVERNING BOARD: shall be styled as (check one): x Directors Trustees
--- ----
The FIRST BOARD OF DIRECTORS shall consist of 4 members and the names
---
and addresses are as follows (attach additional pages if necessary):
See attached Appendix
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Name Address City/State/Zip
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Name Address City/State/Zip
5. PURPOSE (optional-see reverse side): The purpose of the corporation shall
be:
------------------------------------------------------------------------
6. OTHER MATTERS: This form includes the minimal statutory requirements to
incorporate under NRS 78. You may attach additional information pursuant to
NRS 78.037 or any other information you deem appropriate. If any of the
additional information is contradictory to this form it cannot be filed and
will be returned to you for correction. Number of pages attached
----------------.
7. SIGNATURES OF INCORPORATORS: The names and addresses of each of the
incorporators signing the articles: (Signatures must be notarized) (Attach
additional pages if there are more than two incorporators.)
Laura Garcia Hiedi Liesch
------------------------------------- ----------------------------------
Name (print) Name (print)
CT Corporation System, CT Corporation System,
1675 Broadway, Suite 1200, 1675 Broadway, Suite 1200,
Denver, Colorado 80202 Denver, Colorado 80202
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Address City/State/Zip Address City/State/Zip
------------------------------------- ----------------------------------
Signature Signature
State of Colorado County of Denver State of Colorado County of Denver
-------- ------ -------- ------
This instrument was acknowledged This instrument was acknowledged
before me on December 23, 1997, by before me on December 23, 1997, by
----------- -- ----------- --
Laura Garcia Hiedi Liesch
------------------------------------- ----------------------------------
Name of Person Name of Person
as incorporator as incorporator
of Grant Reserve Corporation of Grant Reserve Corporation
------------------------------------- ----------------------------------
(name of party on behalf of whom (name of party on behalf of whom
instrument was executed) instrument was executed)
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Notary Public Signature Notary Public Signature
Virginia Omstead Virginia Omstead
(affix notary stamp or seal) (affix notary stamp or seal)
8. CERTIFICATE OF ACCEPTANCE OF APPOINTMENT OF RESIDENT AGENT
The Corporation Trust Company of Nevada hereby accept appointment as
---------------------------------------
Resident Agent for the above named corporation.
The Corporation Trust Company of Nevada By:
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Signature of Resident Agent (Assistant Secretary) Date
-1-
ATTACHMENT TO ARTICLES OF INCORPORATION
GRANT RESERVE CORPORATION
This Attachment sets forth the authorized shares of stock of the corporation:
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The total number of shares of capital stock that the Corporation shall be
authorized to issue is Two Hundred Million (200,000,000) which is divided into
two (2) classes as follows: (a) One Hundred Million (100,000,000) shares of
common stock, with a par value per share of one-tenth of a cent ($.001) ("Common
Stock"), and (b) One Hundrfed Million (100,000,000) shares of preferred stock,
with a par value per share of one-tenth of a cent ($.001) ("Preferred Stock").
In accordance with NRS 78, 195, authority is vested in the Board of Directors to
divide the Preferred Stock into series and to prescribe the voting powers,
designations, preferences, limitations, restrictions, relative rights and
distinguishing designation of each such series.
-2-
SIXTY DAY OF OFFICERS, DIRECTORS AND AGENT OF
FILE NUMBER
Grant Reserve Corporation
A Nevada CORPORATION. FOR THE FILING PERIOD 12/23/97 TO 12/23/98
The Corporation's duly appointed Resident Agent in charge FOR OFFICE USE ONLY
of said principal once in the State of Nevada upon whom FILED (DATE)_________
process can be served is: _____________________
The Corporation Trust Company of Nevada _____________________
One East First Street _____________________
Reno, Nevada 89501 _____________________
RETURN ALL COPIES OF THIS FORM
We want to help you get your business with our office completed in the fastest,
most efficient manner. TO AVOID DELAYS, RETURNS AND LATE CHARGES, PLEASE BE SURE
YOU HAVE:
1. Names and mailing addresses for all officers and directors. A President,
Secretary, Treasurer and Directors must be named.
2. An officer's signature at the bottom of this form.
3. Returned ALL COPIES of this form with the $85.00 filing fee. A $15.00
penalty must be added if this form isn't filed within 60 days from the date
of incorporation.
4. Make your check payable to the Secretary of State. If you need a receipt,
enclose a self-addressed stamped envelope.
5. If you have changed the resident agent or principal place of business,
please contact our office for the proper forms to make the change before
filling this 60 day list.
SECRETARY OF STATE
Capitol Complex
Carson City, NV 89710
FILING FEE: $85.00 LATE PENALTY: $15.00
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THIS FORM MUST BE FILED 60 DAYS FROM THE DATE OF INCORPORATION
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NAME TITLE(S)
William R. Wilson PRESIDENT
P.O. BOX STREET ADDRESS CITY ST ZIP
410 17th Street, Denver CO 80202
NAME TITLE(S)
Arnold T. Kondrat SECRETARY
P.O. BOX STREET ADDRESS CITY ST ZIP
181 University Ontario M5H3M7
NAME TITLE(S)
Arnold T. Kondrat TREASURER
P.O. BOX STREET ADDRESS CITY ST ZIP
181 University Toronto, M5H3M7
NAME TITLE(S)
see attached rider DIRECTOR
P.O. BOX STREET ADDRESS CITY ST ZIP
NAME TITLE(S)
DIRECTOR
P.O. BOX STREET ADDRESS CITY ST ZIP
NAME TITLE(S)
DIRECTOR
P.O. BOX STREET ADDRESS CITY ST ZIP
-3-
Appendix to Nevada
Sixty Day List of Officers, Directors and Agent
Grant Reserve Corporation
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List of Directors of Grant Reserve Corporation
1. Lloyd Joseph Bardswich
PO Box 156
Virginia City, Montana 59755
2. William R. Wilson
410 17th Street, Suite 1375
Denver, Colorado 80202
3. Rodney D. Knutson
1625 Broadway, Suite 1600
Denver, Colorado 80202
4. Arnold T. Kondrat
181 University Avenue, Suite 2110
Ontario, Canada M5H3M7
-4-
INITIAL LIST OF OFFICERS, DIRECTORS AND RESIDENT AGENT OF
FILE NUMBER
The Corporation's duly appointed Resident Agent in the FOR OFFICE USE ONLY
State of Nevada upon whomprocess can be served is: FILED (DATE)
THE CORPORATION TRUST CO. OF NEV.
ONE EAST 1ST STREET
RENO, NEVADA 89501
/ / IF THE ABOVE INFORMATION IS INCORRECT, PLEASE CHECK THIS BOX AND A CHANGE
OF RESIDENT AGENT/ADDRESS FORM WILL BE SENT.
PLEASE READ INSTRUCTIONS BEFORE COMPLETING AND RETURNING
THIS FORM.
1. Include the names and addresses, either residence or business, for all
officers and directors. A President, Secretary, Treasurer and all Directors
must be named. There must be at least one director. Last year's information
has been preprinted. If you need to make changes, cross out the incorrect
information and insert the new information above it. An officer must sign
the form. FORM WILL BE RETURNED IF UNSIGNED.
2. If there are additional directors attach a list of them in this form.
3. Return the completed form with the $85.00 filing fee. A $15.00 penalty must
be added for failure to file this form by the deadline indicated at the top
of this form.
4. Make your check payable to the Secretary of State. If you need a receipt,
enclose a self-addressed stamped envelope. To receive a certified copy,
enclose a copy of this completed form, an additional $10.00 and appropriate
instructions.
5. Return the completed form to: Secretary of State, Capitol Complex, Carson
City, NV 89710, (702) 687-5105
FILING FEE: $85.00 LATE PENALTY: $15.00
----------------------------------------------------
NAME TITLE(S)
William R. Wilson PRESIDENT
P.O. BOX STREET ADDRESS CITY ST ZIP
410 17th St., Ste. 1375 Denver CO 80202
NAME TITLE(S)
Arnold T. Kondrat SECRETARY
P.O. BOX STREET ADDRESS CITY ST ZIP
181 Univ. Ave., Ste. 2110 Ontario CAN M5H 3M7
NAME TITLE(S)
Arnold T. Kondrat TREASURER
P.O. BOX STREET ADDRESS CITY ST ZIP
the same as above
NAME TITLE(S)
See Attached Rider DIRECTOR
P.O. BOX STREET ADDRESS CITY ST ZIP
NAME TITLE(S)
DIRECTOR
P.O. BOX STREET ADDRESS CITY ST ZIP
NAME TITLE(S)
DIRECTOR
P.O. BOX STREET ADDRESS CITY ST ZIP
-5-
INITIAL LIST OF OFFICERS, DIRECTORS AND RESIDENT AGENT OF
FILE NUMBER
Grant Reserve Corporation 12/29/97 C29331-97
- ------------------------------------------ -------------------- ---------
(Name of Corporation) (Incorporation Date)
A Nevada CORPORATION FOR THE FILING PERIOD 12/97 TO 12/98
--------------- -------- -------
The Corporation's duly appointed Resident Agent FOR OFFICE USE ONLY
in the State of Nevada upon whom process FILED (DATE)
can be served is:
The Corporation Trust Company Of Nevada
One East First Street
Reno, Nevada 89501
PLEASE READ INSTRUCTIONS BEFORE COMPLETING AND RETURNING THIS FORM.
1. Print or type names and addresses, either residence or business, for all
officers and directors. A president secretary, treasurer and at least one
director must be named.
2. Have an officer sign the form, FORM WILL BE RETURNED IF UNSIGNED.
3. Return the completed form with the $85.00 filing fee. A $15.00 penalty must
be added for failure to file this form by the 1st day of the 2nd month
following incorporation date.
4. Make your check payable to the Secretary of State. If you need a receipt,
enclose a self-addressed stamped envelope. To receive a certified copy,
enclose a copy of this completed form, an additional $10.00 and appropriate
instructions.
5. Return the completed form to: Secretary of State, 101 North Carson Street,
Suite 3, Carson City, NV 89701-4786, (702) 687-5203
FILING FEE: $85.00 LATE PENALTY: $15.00
----------------------------------------------------
THIS FORM MUST BE FILED BY THE 1ST DAY OF THE 2ND MONTH
-------------------------------------------------------
FOLLOWING INCORPORATION DATE
----------------------------
NAME TITLE(S)
William R. Wilson PRESIDENT
P.O. BOX STREET ADDRESS CITY ST ZIP
410 17th Street, Suite 1375 Denver CO 80202
NAME TITLE(S)
Arnold T. Kondrat SECRETARY
P.O. BOX STREET ADDRESS CITY ST ZIP
181 University Avenue, Suite 2110 Toronto, Ontario Canada M5H 3M7
NAME TITLE(S)
Arnold T. Kondrat TREASURER
P.O. BOX STREET ADDRESS CITY ST ZIP
181 University Avenue, Suite 2110 Toronto, Ontario Canada M5H 3M7
NAME TITLE(S)
William R. Wilson DIRECTOR
P.O. BOX STREET ADDRESS CITY ST ZIP
410 17th Street, Suite 1375 Denver CO 80202
NAME TITLE(S)
Arnold T. Kondrat DIRECTOR
P.O. BOX STREET ADDRESS CITY ST ZIP
181 University Avenue, Suite 2110 Toronto, Ontario Canada M5H 3M7
NAME TITLE(S)
Rodney D. Knutson DIRECTOR
P.O. BOX STREET ADDRESS CITY ST ZIP
1625 Broadway, Suite 1600 Denver CO 80202
I hereby certify this initial list. (See attachment for additional director.)
X Signature of officer(s) Rodney D. Knutson Title(s) Director Date
-6-
ATTACHMENT TO
INITIAL LIST OF OFFICERS, DIRECTORS AND RESIDENT AGENT OF
GRANT RESERVE CORPORATION
Name Title
Lloyd Joseph Bardswich DIRECTOR
P.O. BOX STREET ADDRESS City ST ZIP
P.O. Box 156 Virginia City Montana 59755
-7-
January 30, 1998
Grant Reserve Corporation
The name of the custodian of the stock ledger or duplicate stock ledger
of this corporation is William R. Wilson-President and the president and
complete post office address where such stock ledger or duplicate stock ledger
is kept is 410 17th Street, Suite 1375, Denver, State of Colorado.
The statement is made pursuant to Section 78.105 of the Nevada Revised
Statutes, as amended, and is to be kept in the registered office of this
corporation in the State of Nevada in lieu of keeping at said office a stock
ledger or duplicate stock ledger.
/s/ Rodney D. Knutson
---------------------------------
Director
-8-
Filed
The Office of the
Secretary of State of
the State of Nevada
Filed December 29, 1998
Dean Heller STATE OF NEVADA Telephone 702.687.5203
Secretary of State OFFICE OF THE SECRETARY Fax 702.687.3471
OF STATE Web site HTTP://SOS.
101 N. CARSON ST. STE 3 STATE.NV.US
CARSON CITY, NEVADA 89701-4786 Filing Fee: $75.00
Certificate of Amendment to Articles of Incorporation
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For Profit Nevada Corporations
------------------------------
(Pursuant to NRS 78.385 and 78.390 - After Issuance of Stock)
-Remit in Duplicate-
1. Name of corporation: Grant Reserve Corporation
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2. The articles have been amended as follows (provide article numbers,
if available): To change to Corporation's name to Infocast Corporation
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3. The vote by which the stockholders holding shares in the corporation
entitling them to exercise at least a majority of the voting power, or such
greater proportion of the voting power as may be required in the case of a
vote by classes or series, or as may be required by the provisions of the
articles of incorporation have voted in favor of the amendment is:
________________.* 11,802,100 of 11,802,200 votes
4. Signatures:
/s/ William R. Wilson /s/ Rodney D. Knutson
--------------------------------- ------------------------------
President or Vice President Secretary or Asst. Secretary
(acknowledgement required) (acknowledgement not required)
State of: Colorado
County of: Denver
This instrument was acknowledged before me on
December 23, 1998, by
William R. Wilson (Name of Person)
as President [Notary]
as designated to sign this certificate
of Kathryn P. Tasset
(name on behalf of whom instrument was
executed)
---------------------------------------------
Notary Public Signature
*If any proposed amendment would alter or change any preference or any
relative or other right given to any class or series of outstanding shares,
then the amendment must be approved by the vote, in addition to the
affirmative vote otherwise required, of the holders of shares representing
a majority of the voting power of each class or series affected by the
amendment regardless of limitations or restrictions on the voting power
thereof.
IMPORTANT: Failure to include any of the above information and remit the
proper fees may cause this filing to be rejected.
-9-
ANNUAL LIST OF OFFICERS, DIRECTORS AND AGENTS OF
FILE NUMBER
GRANT RESERVE CORPORATION
FOR THE PERIOD DEC 1998 TO 1999. DUE BY DEC 31, 1998. FOR OFFICE USE ONLY
The Corporation's duly appointed Resident Agent in FILED (DATE)
the State of Nevada upon whom process can be served is: Filed Dec. 29, 1998
Dean Heller
Secretary of State
THE CORPORATION TRUST COMPANY OF NEVADA
ONE EAST FIRST STREET
RENO, NEVADA 89501
/ / IF THE ABOVE INFORMATION IS INCORRECT,
PLEASE CHECK THIS BOX AND A CHANGE OF RESIDENT
AGENT/ADDRESS FORM WILL BE SENT.
PLEASE READ INSTRUCTIONS BEFORE COMPLETING AND RETURNING
THIS FORM.
1. Include the names and addresses, either residence or business, for all
officers and directors. A President, Secretary, Treasurer and all Directors
must be named. There must be at least one director. Last year's information
has been preprinted. If you need to make changes, cross out the incorrect
information and insert the new information above it. An officer must sign
the form. FORM WILL BE RETURNED IF UNSIGNED.
2. If there are additional directors attach a list of them in this form.
3. Return the completed form with the $85.00 filing fee. A $15.00 penalty must
be added for failure to file this form by the deadline indicated at the top
of this form. 4. Make your check payable to the Secretary of State. If you
need a receipt, enclose a self-addressed stamped envelope. To receive a
certified copy, enclose a copy of this completed form, an additional $10.00
and appropriate instructions.
FILING FEE: $85.00 LATE PENALTY: $15.00
----------------------------------------------------
NAME TITLE(S)
WILLIAM R. WILSON PRESIDENT
P.O. BOX STREET ADDRESS CITY ST ZIP
410 17TH ST., STE. 1375 DENVER CO 80202
NAME TITLE(S)
RODNEY D. KNUTSON SECRETARY
P.O. BOX STREET ADDRESS CITY ST ZIP
1625 BROADWAY, STE. 1600 DENVER CO 80202
NAME TITLE(S)
ARNOLD T. KONDRAT TREASURER
P.O. BOX STREET ADDRESS CITY ST ZIP
181 UNIVERSITY AVE., STE. 211 TORONTO OT CN N5H3M
NAME TITLE(S)
DIRECTOR
P.O. BOX STREET ADDRESS CITY ST ZIP
NAME TITLE(S)
DIRECTOR
P.O. BOX STREET ADDRESS CITY ST ZIP
I hereby certify this annual list.
/s/ William R. Wilson
X Signature of officer Title(s) Date December 21,
1998
-10-