STATE OF FLORIDA
DEPARTMENT OF STATE
I certify the attached is a true and correct copy of the Articles of
Incorporation of PERFORMING ARTS MANAGEMENT OF NORTH MIAMI, INC., a corporation
organized under the laws of the State of Florida, filed on January 15, 1991, as
shown by the records of this office.
The document number of this corporation is S 25389.
Given under my hand and the
Great Seal of the State of
Florida at Tallahassee, the
Capitol, this the Twelfth day
of October, 1998
/s/ Sandra B. Mortham
Sandra B. Mortham
Secretary of State
ARTICLES OF INCORPORATION
OF
PERFORMING ARTS MANAGEMENT OF NORTH MIAMI, INC.
The undersigned subscribers to these Articles of
Incorporation, natural persons competent to contract, hereby form a corporation
under the laws of the State of Florida.
ARTICLE I
The name of the corporation shall be: PERFORMING ARTS
MANAGEMENT OF NORTH MIAMI, INC. Its business shall be carried on in the State of
Florida, in the United States of America, and elsewhere, as may be authorized by
its Board of Directors.
ARTICLE II
The general nature of the business to be transacted by the
corporation shall be that provided below:
(a) To engage in to buy and sell real estate, build and
develop unimproved land and conduct a general
brokerage business on all forms or kinds of
securities and to act as agents in the buying and
selling of mortgages, equities, securities and other
forms of negotiable instruments and evidences of
indebtedness, and to buy and sell personal property,
either wholesale or retail, to purchase, own, sell,
rent, lease, mortgage and to act as the agent in the
buying, owning, selling, renting, leasing and
mortgaging of property, whether real or personal or
otherwise; to manufacture, acquire or dispose of real
estate or personal properties, equities and
securities of whatever nature or kind for both cash
and credit; to buy and sell bonds, stock notes,
mortgages or other indebtedness of security; to loan
money, either for itself or acting as agents in
loaning money, either for itself or acting as agents
in loaning and buying securities; to borrow money and
to secure the same in whatever manner in which a
corporation might do and in permissible under the
laws of the State of Florida.
(b) To apply for, hold, purchase, acquire or otherwise
deal in letters patent or copy rights of the United
States or other countries; to work, operate or
develop the same or to carry on any business,
manufacturing or otherwise, which may directly or
indirectly affect those objects or any of them; to
guarantee, purchase, hold, sell, assign, transfer,
mortgage, pledge or otherwise acquire or dispose of
the shares of capital stock or any bonds, securities
or other evidences of indebtedness created by any
person or corporation of this state or any other
state, nation, country, or government, and while
owner of said stock, may exercise all the rights and
privileges of, ownership, including the right to vote
thereon as natural persons might or could do.
(c) To loan money on real estate and personal property.
(d) To enter into, make or perform contracts of any kind
with any person, association, corporation,
municipality body politic, county, country,
territory, state, government or colony, or any
dependency thereof, and without limit as to amount,
draw, make, accept, endorse, discount, execute, and
issue promissory notes, drafts, bills of exchange,
warrants, bonds, debentures, and all other negotiable
instruments and evidence of indebtedness whether
secured by mortgage, bond or otherwise, as well as to
secure the same mortgage, bond or otherwise.
(e) To do any and all of the things herein set forth and
all other things permissible by law to the same
extent as natural persons might or could do and in
any part of the world as principals, agents,
contractors, or otherwise, and either alone or in
company with others, purchase, hold and re-issue any
of the shares of its capital stock.
(f) To act as a Trustee for any form of property, claim
or right.
(g) To operate, manage and engage in the business of the
development, management and promotion of the business
of cultural performance centers, and to do any and
all things relevant to the management and operation
of facilities used for the purposes of promotion of
the performing arts and other cultural endeavors.
ARTICLE III
The maximum number of shares that the corporation is authorized to have
outstanding at any time shall be 500 shares of common stock at a par value of
$1.00 per share.
ARTICLE IV
The amount of capital with which the corporation will begin
business shall be $500.
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ARTICLE V
The principal office of this corporation will be 930
Washington Avenue, Fifth Floor, Miami Beach, Dade County, Florida 33140.
ARTICLE VI
The names and post office addresses of the first Board of
Directors, who shall hold office for the first year of the corporation's
existence, or until their successors are elected and have qualified, are as
follows:
NAME: ADDRESS:
----- --------
Richard Shack 151 S.E. 15th Road
Miami, FL 33129
Brad Krassner 2040 North Day Road
Miami Beach, Florida 33140
CERTIFICATE DESIGNATING PLACE OF BUSINESS FOR DOMICILE FOR
THE SERVICES OF PROCESS WITHIN THIS STATE, NAMING AGENT UPON WHOM
PROCESS MAY BE SERVED.
ARTICLE VII
In pursuance of Chapter 48.091, Florida Statutes the following
is submitted, in compliance with said Act:
First. That PERFORMING ARTS MANAGEMENT OF NORTH MIAMI, INC.,
desiring to organize under the laws of the State of Florida with its principal
office indicated in the Articles of Incorporation at 930 Washington Avenue,
Fifth Floor, City of Miami Beach, County of Dade, State of Florida, has named
Michael Colodny, whose office in located at 11900 Biscayne Boulevard, Suite 620,
North Miami, FL 33181, as its agent to accept service of process within this
state.
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ACKNOWLEDGMENT:
Having been named to accept service of process for the above
stated corporation, at place designated in this Certificate, I hereby accept to
act in this capacity, and agree to comply with the provisions of said Act
relative to keep open said office.
/s/ Michael Colodny
MICHAEL COLODNY
Resident Agent
ARTICLE VIII
The name and address of the subscribers to the Articles of
Incorporation and the amount of stock they agree to take are as follows:
NAME ADDRESS NO. OF SHARES
Richard Shack 151 S.E. 15th Road 250
Miami# FL 33129
Brad Krassner 2040 North Bay Road 250 250
Miami Beach, Florida 33140
ARTICLE IX
The Articles of Incorporation may be amended in the manner
provided by law. Every amendment shall be approved by the Board of Directors,
proposed by them to the Stockholders, and approved at a Stockholders' Meeting by
a majority of the stockholders entitled to vote thereon, unless all the
Directors and all the Stockholders sign a written statement manifesting their
intention that a certain amendment of these Articles of incorporation be made.
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IN WITNESS WHEREOF, We have hereunto set our hands and seals
this 8th day of January , 1991.
/s/ Brad Krassner
BRAD KRASSNER, President
/s/ Richard Shack
RICHARD SHACK, Secretary
STATE OF FLORIDA )
) ss.:
COUNTY OF DADE )
I HEREBY CERTIFY that on this day, before me, a Notary Public
duly authorized in the State and County above named to take acknowledgments,
personally appeared BRAD KRASSNER and RICHARD SHACK, as the President and
Secretary/Treasurer, respectively of Performing Arts Management of North Miami,
Inc. to me known to be the persons described as subscribers in and who executed
the foregoing Articles of Incorporation.
WITNESS my hand and official seal in the County and State
named above, this 8th day of January , 1999.
L.E.C.
Notary Public
State of Florida at Large
My Commission Expires:
[deleted]
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