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EXHIBIT 3.3
ARTICLES OF INCORPORATION
of
Argos Support Services Company
ARTICLE ONE
The name of the corporation is Argos Support Services Company.
ARTICLE TWO
The period of its duration is perpetual.
ARTICLE THREE
The purpose for which the corporation is organized is the transaction of any and
all lawful business for which corporations may be incorporated under the Texas
Business Corporation Act.
ARTICLE FOUR
The aggregate number of shares which the corporation shall have authority to
issue is Five thousand (5000) shares of the par value of one dollar ($1) each.
ARTICLE FIVE
The corporation will not commence business until it has received for the
issuance of its shares consideration of the value of not less than One Thousand
Dollars ($1,000.00) consisting of money, labor done or property actually
received.
ARTICLE SIX
The street address of its initial registered office is 5705 Ponderosa St.,
Colleyville, Texas 76034, and the name of its initial registered agent at such
address is Mr. Andy O'Pry.
ARTICLE SEVEN
The number of directors constituting the initial board of directors is Three (3)
and the names and addresses of the person or persons who are to serve as
directors until the first annual meeting of the shareholders or until their
successors are elected and qualified are:
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Name Address
Mr. Haspard Murphy 2612 Tallow Dr., Euless, TX. 76039
Mr. Gary D. Stone 13713 W. Rim Dr. #714 Euless, TX 76040
Mr. Andy O'Pry 5705 Ponderosa, St. Colleyville, TX 76034
ARTICLE EIGHT
The name address of the incorporator is:
Name Address
Mr. Gary D. Stone 13713 W. rim Dr. #714 Euless, TX 76040
/s/ Gary D. Stone
------------------------, Incorporator
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ASSUMED NAME CERTIFICATE
FOR AN INCORPORATED BUSINESS OR PROFESSION
NOTICE: "CERTIFICATES" ARE VALID ONLY FOR A PERIOD NOT TO EXCEED 10
YEARS FROM THE DATE FILED IN THE COUNTY CLERK'S OFFICE. (Chapter 36, Sect.
1, Title 4 Business and Commerce Code)
This certificate properly executed is to be filed immediately
with the County Clerk
*******
NAME UNDER WHICH BUSINESS OR PROFESSIONAL SERVICES
IS OR WILL BE CONDUCTED
Argos Direct Broadcast Satellite, Inc.
1550 N. Norwood, Suite 100
Hurst, TX 76054
1. The name of the incorporated business or profession as stated in its
Articles or Incorporation or comparable document is Argos Support
Services Company, and the charter number or certificate of authority
number, if any, is 01262994-0 .
2. The state, country, or other jurisdiction under the laws of which it
was incorporated is: Texas and the address of its registered or similar
office in that jurisdiction is:
3. The period, not to exceed ten years, during which the assumed name will
be used is: March 94 - Feb 04.
4. The corporation is a business corporation.
5. If the corporation is required to maintain a registered office in
Texas, the address of the registered office is 1550 N. Normand Hurt, TX
76054, and the name of its registered agent at such address is Andrew
O'Pry, Sr.
6. The county or counties where business or professional services are
being or are to be conducted or rendered under such assumed name are
Targant, Colin, Diewen.
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7. If this instrument is executed by the attorney-in-fact, the
attorney-in-fact hereby states that he has been duly authorized, in
writing, by his principal to execute and acknowledge this instrument.
By: /s/ Andrew O'Pry, Sr.
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Signature of officer,representative or
attorney-in-fact of the corporation
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STATEMENT OF CHANGE OF REGISTERED OFFICE
OR REGISTERED AGENT OR BOTH BY
A CORPORATION
1. The name of the corporation is ARGOS Support Services Company.
The corporation's charter number is 01262994.
2. The address of the registered office as PRESENTLY show in the records
of the Texas secretary of state is 5705 Ponderosa St., Colleyville, TX
76034.
3. The address of the NEW registered office is 1550 N. Norwood #100 Hurst,
TX 76054.
4. The name of the registered agent as PRESENTLY shown in the records of
the Texas secretary of state is Andy O'Pry.
5. The name of the NEW registered agent is Andrew O'Pry Sr.
6. Following the changes shown above, the address of the registered office
and the address of the office of the registered agent will continue to
be identical, as required by law.
7. The changes show above were authorized by an officer of the corporation
so authorized by the board of directors.
/s/ Andrew O'Pry, Sr.
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An Authorized Officer
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ARTICLES OF AMENDMENT
TO
ARTICLES OF INCORPORATION
OF
ARGOS SUPPORT SERVICES COMPANY
Pursuant to the provisions of Article 4.04 of the Texas Business Corporation
Act, the undersigned corporation adopts the following Articles of Amendment to
its Articles of Incorporation:
ARTICLE I
The name of the company is ARGOS SUPPORT SERVICES COMPANY.
ARTICLE II
The following amendment to the Articles of Incorporation was adopted by the
shareholders of the corporation on July 1, 1996.
The amendment alters Article Four of the original Articles of Incorporation to
read as follows:
"The aggregate number of shares which the Corporation shall
have authority to issue is Ten Thousand (10,000) shares with a par
value of One and no/100 ($1.00) each"
ARTICLE III
The number of shares of the Corporation outstanding at the time of the adoption
was 5,000; and the number of shares entitled to vote on the amendment was 5000.
ARTICLE IV
The number of shares that voted for the amendment was 5,000.
DATED: July 1, 1996
ARGOS SUPPORT SERVICES
COMPANY
By: /s/ Andrew O'Pry, Sr.
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Andrew W. O'Pry, President
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STATEMENT OF CHANGE OF REGISTERED OFFICE
OR REGISTERED AGENT OR BOTH BY A PROFIT CORPORATION
1. The name of the corporation is ARGOS SUPPORT SERVICES COMPANY.
The corporation's charter number is 0126299400.
2. The address of the CURRENT registered office as shown in the records of
the Texas Secretary of State is 1550 N. Norwood #100 Hurst, Texas 76054
3. The address of the NEW registered office is c/o C T CORPORATION SYSTEM,
350 N. St. Paul Street, Dallas, Texas 75201
4. The name of the CURRENT registered agent as shown in the records of the
Texas Secretary of State is Andrew O'Pry, Sr. .
5. The name of the NEW registered agent is C T CORPORATION SYSTEM
6. Following the changes shown above, the address of the registered office
and the address of the office of the registered agent will continue to
be identical, as required by law.
7. The changes shown above were authorized by an officer of the
corporation so authorized by the Board of Directors.
/s/ Rodney A. Weary
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An authorized Officer
Rodney A. Weary, President
(TEXAS - 2231 - 8/26/91)
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(The State of Texas [stamp])
Office of the Corporations Sections
Secretary of State P.O. Box 13697
Austin, Texas 78711-3697
ASSUMED NAME CERTIFICATE
1. The name of the corporation, limited liability company, limited
partnership, or registered limited liability partnership as stated in
its articles of incorporation, articles of organization, certificate of
limited partnership, application for certificate of authority or
comparable document is Argos Support Services Company.
2. The assumed name under which the business or professional service is or
is to be conducted or rendered is Golden Sky Systems.
3. The state, country, or other jurisdiction under the laws of which it
was incorporated, organized or associated is Texas, and the address of
its registered or similar office in that jurisdiction is 1550 N.
Norwood, Suite 100, Hurst, TX 76054
4. The period, not to exceed 10 years, during which the assumed name will
be used is Golden Sky Systems
5. The entity is a Business Corporation.
6. If the entity is required to maintain a registered office in Texas, the
address of the registered office is 1550 N. Norwood, Suite 100, Hurst,
TX 76065. And the name of its registered agent at such address is
Andrew O'Pry, Sr.
7. The county or counties where business or professional services are
being or are to be conducted or rendered under such assumed name are
Collin, Denton and Tarrant Counties
/s/ Rodney A. Weary
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Signature of officer,
President Rodney A. Weary