1
EXHIBIT 3.164.1
ARTICLES OF INCORPORATION
OF
RDP COMMUNICATIONS OF INDIANAPOLIS, INC.
The undersigned, acting as incorporator of RDP COMMUNICATIONS OF
INDIANAPOLIS, INC., under the Florida Business Corporation Act, adopts the
following Articles of Incorporation.
ARTICLE I. NAME
The name of the corporation is:
RDP COMMUNICATIONS OF INDIANAPOLIS, INC.
ARTICLE II. ADDRESS
The mailing address of the corporation is:
400 North Ashley Drive, Suite 2300
Tampa, Florida 33602
ARTICLE III. COMMENCEMENT OF EXISTENCE
The existence of the corporation will commence at 12:01 A.M., the date
of filing of these Articles of Incorporation.
ARTICLE IV. PURPOSE
The corporation is organized to engage in any activity or business
permitted under the laws of the United States and Florida.
ARTICLE V. AUTHORIZED SHARES
The maximum number of shares that the corporation is authorized to have
outstanding at any time is 10,000 shares of common stock having a par value of
$.01 per share.
ARTICLE VI. INITIAL REGISTERED OFFICE AND AGENT
The street address of the current registered office of the corporation
is 701 Brickell Avenue, Suite 3000, Miami, Florida 33131-3209, and the name of
the corporation's current registered agent at that address is Intrastate
Registered Agent Corporation.
2
ARTICLE VII. INITIAL BOARD OF DIRECTORS
The corporation shall have two directors initially. The number of
directors may be either increased or diminished from time to time, as provided
in the bylaws, but shall never be less than one. The names and street addresses
of the initial directors are:
Name Address
---- -------
Devon Paxson 231 Bradley Place, Suite 204
Palm Beach, Florida 33480
Roslyck Paxson 231 Bradley Place, Suite 204
Palm Beach, Florida 33480
ARTICLE VIII. INCORPORATOR
The name and street address of the incorporator is:
Name Address
Chester E. Bacheller 400 North Ashley Drive
Suite 2300
Tampa, Florida 33602
The incorporator of the corporation assigns to this corporation his rights
under Section 607.0201, Florida Statutes, to constitute a corporation, and he
assigns to those persons designated by the board of directors any rights he may
have as incorporator to acquire any of the capital stock of this corporation,
this assignment becoming effective on the date corporate existence begins.
ARTICLE IX. BYLAWS
The power to adopt, alter, amend, or repeal bylaws shall be vested in the
board of directors and the shareholders, except that the board of directors may
not amend or repeal any bylaw adopted by the shareholders if the shareholders
specifically provide that the bylaw is not subject to amendment or repeal by the
directors.
ARTICLE X. AMENDMENTS
The corporation reserves the right to amend, alter, change, or repeal any
provision in these Articles of Incorporation in the manner prescribed by law,
and all rights conferred on shareholders are subject to this reservation.
The undersigned incorporator, for the purpose of forming a
corporation under the laws of the State of Florida, has executed these Articles
of Incorporation this 12th day of August, 1998.
----------------------------------
Chester E. Bacheller, Incorporator
2
3
CERTIFICATE DESIGNATING PLACE OF BUSINESS OR DOMICILE FOR THE SERVICE OF PROCESS
WITHIN THIS STATE, NAMING AGENT UPON WHOM PROCESS MAY BE SERVED.
Pursuant to Chapter 48.091, Florida Statutes, the following is submitted:
That RDP COMMUNICATIONS OF INDIANAPOLIS, INC., desiring to organize under
the laws of the State of Florida with its initial registered office, as
indicated in the Articles of Incorporation, at 701 Brickell Avenue, Suite 3000,
Miami, Florida 33131-3209 has named Intrastate Registered Agent Corporation as
its agent to accept service of process within this state.
ACKNOWLEDGMENT:
Having been named to accept service of process for the corporation named
above, at the place designated in this certificate, I agree to act in that
capacity, to comply with the provisions of the Florida Business Corporation Act,
and am familiar with, and accept, the obligations of that position.
Dated this 12th day of August, 1998.
INTRASTATE REGISTERED AGENT
CORPORATION
By:
------------------------------------
Chester E. Bacheller, Vice President
3