ARTICLES OF INCORPORATION
OF
HIPSTYLE.COM, INC.
Articles I. Name
------------------
The name of the corporation shall is:
HIPSTYLE.COM, INC.
Article II. Address
--------------------
The mailing address of the Corporation is
Hipstyle.com, Inc.
701 Brickell Avenue, Suite 3120
Miami, FL 33131
Article III. Registered Agent
------------------------------
The name and address of the registered agent of the Corporation is:
Corporate Creations Enterprises, Inc.
941 Fourth Street #200
MIami Beach, FL 33139
Article IV. Board of Directors
------------------------------
The name of each member of the Corporation's Board of Directors is:
Rebecca J. Brock
The affairs of the Corporation shall be managed by a Board of Directors
consisting of no less than one director. The number of directors may be
increased or decreased from time to time in accordance with the Bylaws of the
Corporation. The election of directors shall be done in accordance with the
Bylaws. The directors shall be protected from personal liability to the fullest
extent permitted by applicable law.
Article V. Capital Stock
------------------------
The Corporation shall have the authority to issue 2,000 shares of common stock,
par value $.01 per share.
Article VI. Incorporator
-------------------------
The name and address of the incorporator is:
Corporate Creations International Inc.
941 Fourth Street #200
Miami Beach, FL 33139
Article VII. Corporate Existence
--------------------------------
The corporate existence of the Corporation shall begin on June 22, 1999.
The undersigned incorporator executed these Articles of Incorporation on June
22, 1999.
Corporate Creations International, Inc.
By: /s/ Greg K. Kuroda
--------------------
Greg K. Kuroda Vice President
ARTICLES OF AMENDMENT
TO
HIPSTYLE.COM, INC.
Pursuant to the provisions of section 607.1006, Florida Statutes, this Florida
profit corporation adopts the following Articles of Amendment to its Articles of
Incorporation:
FIRST: Amendment adopted (indicate articles number being
amended, added or deleted)
ARTICLE V. CAPITAL STOCK IS AMENDED TO READ AS FOLLOWS:
THE MAXIMUM NUMBER OF SHARE OF STOCK THAT THIS CORPORATION IS AUTHORIZED TO HAVE
OUTSTANDING AT ANY TIME ONE TIME IS 100,000,000 SHARES OF COMMON STOCK AT .0001
PAR VALUE.
SECOND: If an amendment provides for an exchange,
reclassification or cancellation of issued shares, provision
for implementing the amendment if not contained in the
amendment itself, are as follows:
THIRD: The date of each amendment's adoption: January 4,
2000.
FOURTH: Adoption of Amendment:
The amendment(s) were/was approved by the shareholders. The number of votes
cast for the amendment(s) was/were sufficient for approval.
The amendment(s) were/was approved by the shareholders through voting
groups. The following statements must be separate provided for each voting group
entitled to vote separately on the amendment(s).
"The number of votes case for the amendment(s) was/were sufficient for
approval by ." Voting Group.
The amendment(s) was/were adopted by the Board of Directors without
shareholders action and shareholder action was not required.
The amendment(s) was/were adopted by the incorporators without shareholder
action and shareholder action was not required.
Signed this 4th day of January, 2000
Signature:/s/ Rebecca J. Brock, President
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(By the Chairman or Vice Chairman of the Board of Directors,
President or other officer if adopted by the shareholders)
OR
(By a Director if adopted by the incorporators)
REBECCA BROCK
Typed or printed name
PRESIDENT
Title