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Exhibit 3.67
FORM B
BEFORE ATTEMPTING TO EXECUTE THESE BLANKS BE SURE TO READ
CAREFULLY THE INSTRUCTIONS ON THE BACK THEREOF.
(THESE ARTICLES MUST BE FILED IN DUPLICATE)
STATE OF ILLINOIS, )
) ss.
COOK COUNTY )
To CHARLES F. CARPENTIER, Secretary of State:
We, the undersigned,
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<Caption>
ADDRESS
NAME NUMBER STREET CITY STATE
- ------------------------------------------------------------------------------------
A. J. MITCHELL, JR. 1 N. LaSalle Street, Chicago 2, Illinois
W. H. SHIPLEY 1 N. LaSalle Street, Chicago 2, Illinois
L. MISCH 1 N. LaSalle Street, Chicago 2, Illinois
</Table>
being natural persons of the age of twenty-one years or more and subscribers to
the shares of the corporation to be organized pursuant hereto, for the purpose
of forming a corporation under "The Business Corporation Act" of the State of
Illinois, do hereby adopt the following Articles of Incorporation:
ARTICLE ONE
The name of the corporation is PLAYBOY RECORDS, INC.
ARTICLE TWO
The ADDRESS of its initial registered office in the State of Illinois is SUITE
1925, 1 N. LASALLE STREET, in the CITY of CHICAGO (2) County of COOK and the
NAME of its Registered Agent at SAID ADDRESS is: A. J. MITCHELL, JR.
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ARTICLE THREE
The duration of the corporation is: PERPETUAL
ARTICLE FOUR
The purpose or purposes for which the corporation is organized are:
(1) To print, reprint, publish, copy and vend dramatic or
dramatico-musical compositions or adaptations, arrangements,
dramatizations, translations or other versions of copyrighted
works or works in the public domain.
(2) To make or procure the making of any transcription or record of
the works specified in paragraph (1) by or from which in whole or
in part they may in any manner or by any method be exhibited,
performed, represented, produced or reproduced and to exhibit,
perform, represent, produce or reproduce them; to vend any
manuscript or any record whatsoever thereof.
(3) To apply for and obtain protection of the works produced by
copyright in accordance with the Act of July 30, 1947, c. 391, 61
Stat. 652 and Acts amendatory.
(4) To purchase, take, receive, lease or lessee, take by gift, devise,
or bequest, or otherwise acquire, and to own, hold, use and
otherwise deal in and with any real or personal property, or any
interest therein, situated in or out of Illinois, which may be
appropriate to enable it to accomplish any or all of its purposes.
(5) To sell and convey, mortgage, pledge, lease or lessor, and
otherwise dispose of all or any part of its property or assets.
(6) To purchase, take, receive, subscribe for, and otherwise acquire,
own, hold, vote, use, employ, sell, mortgage, loan, pledge, or
otherwise dispose of, and otherwise use and deal in and with,
shares or other interests in, or obligations of, other domestic or
foreign corporations, associations, partnerships, or individuals,
except Illinois banks or bank holding companies.
(7) None of the foregoing powers or purposes shall be construed to
include the discounting of bills and notes or the buying and
selling of bills of exchange.
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ARTICLE FIVE
PARAGRAPH 1: The aggregate number of shares which the corporation is authorized
to issue is 10,000, divided into no classes. The designation of each class, the
number of shares of each class, and the par value, if any, of the shares of each
class, or a statement that the shares of any class are without par value, are as
follows:
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<Caption>
Series Number of Par value per share or statement that shares
Class (If any) Shares are without par value
COMMON NONE 10,000 $1.00 par value, per share
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PARAGRAPH 2: The preferences, qualifications, limitations, restrictions and the
special or relative right in respect of the shares of each class are: NONE
ARTICLE SIX
The class and number of shares which the corporation proposes to issue
without further report to the Secretary of State, and the consideration
(expressed in dollars) to be received by the corporation therefor, are:
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<Caption>
Total consideration to be
Class of shares Number of shares received therefor:
COMMON 1,000 $ 1,000.00
$
$
$
$
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ARTICLE SEVEN
The corporation will not commence business until at least one thousand
dollars has been received as consideration for the issuance of shares.
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ARTICLE EIGHT
The number of directors to be elected at the first meeting of the
shareholders is: THREE.
ARTICLE NINE
PARAGRAPH 1: It is estimated that the value of all property to be owned by the
corporation for the following year wherever located will be $5,000.00.
PARAGRAPH 2: It is estimated that the value of the property to be located within
the State of Illinois during the following year will be $5,000.00.
PARAGRAPH 3: It is estimated that the gross amount of business which will be
transacted by the corporation during the following year will be $5,000.00.
PARAGRAPH 4. It is estimated that the gross amount of business which will be
transacted at or from places of business in the State of Illinois during the
following year will be $5,000.00.
/s/ A. J. Mitchell, Jr.
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A. J. Mitchell, Jr
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/s/ W. H. Shipley
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W. H. Shipley Incorporators
----------------------------------
/s/ L. Misch
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L. Misch
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OATH AND ACKNOWLEDGEMENT
STATE OF ILLINOIS, )
) ss.
COOK COUNTY )
I, A. TEHLE, a Notary Public do hereby certify that on the 6th day of
AUGUST, 1956, A. J. MITCHELL, JR., W. H. SHIPLEY AND L. MISCH personally
appeared before me and being first duly sworn by me severally acknowledged that
they signed the foregoing document in the respective capacities therein set
forth and declared that the statements therein contained are true.
IN WITNESS WHEREOF, I have hereunto set my hand and seal the day and year
above written.
/s/ Annette M. Tehle
------------------------------------
Notary Public
[SEAL]
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ARTICLES OF AMENDMENT
TO THE
ARTICLES OF INCORPORATION
OF
PLAYBOY RECORDS, INC.
(Exact Corporate Name)
To WILLIAM H. CHAMBERLAIN,
Secretary of State
Springfield, Illinois
The undersigned corporation, for the purpose of amending its Articles of
Incorporation and pursuant to the provisions of Section 55 of "The Business
Corporation Act" of the State of Illinois, hereby executes the following
Articles of Amendment:
ARTICLE FIRST: The name of the corporation is:
PLAYBOY RECORDS, INC.
ARTICLE SECOND: The following amendment or amendments were adopted in the
manner prescribed by "The Business Corporation Act" of the State of Illinois:
SEE ATTACHMENT HERETO
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ATTACHMENT TO ARTICLES OF AMENDMENT TO THE
ARTICLES OF INCORPORATION
OF
PLAYBOY RECORDS, INC.
ARTICLE SECOND:
(1) RESOLVED, that Article One of the Articles of Incorporation of
this corporation is amended so that said article, now reading as
follows: "The name of the corporation is: PLAYBOY RECORDS, INC."
will as amended, read as follows: "The name of the corporation is
PLAYBOY MODELS, INC., " and
(2) FURTHER RESOLVED, that Article Four of the Articles of
Incorporation is amended so as to extend the business of the
corporation, and to enlarge and change the purposes for which the
corporation was organized to include the following:
To own and operate a private employment agency, to
represent and act as agent for models, actors, entertainers, and
persons engaged in related professions with respect to obtaining
employment for such persons and furthering their respective
professional careers; to seek and arrange interviews and negotiate
contracts with respect to such employment and to offer advice and
consultation with respect to such employment and the furtherance
of careers in such professions.
ARTICLE THIRD: The number of shares of the corporation outstanding at the
time of the adoption of said amendment or amendments was one thousand (1,000);
and the number of shares of each class entitled to vote as a class on the
adoption of said amendment or amendments, and the designation of each such class
were as follows:
(Disregard separation into CLASS NUMBER OF SHARES
classes if class voting
does not apply to the
amendment voted on.) NOT APPLICABLE
ARTICLE FOURTH: The number of shares voted for said amendment or
amendments was one thousand (1,000); and the number of shares voted against said
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amendment or amendments was none. The number of shares of each class entitled to
vote as a class voted for and against said amendment or amendments,
respectively, was:
(Disregard these items CLASS NUMBER OF SHARES VOTED
unless the amendment FOR AGAINST
states this articles of
incorporation.)
NOT APPLICABLE
Item 1. On the date of the adoption of this amendment restating the articles of
incorporation, the corporation had _____ shares issued, itemized as follows:
(Disregard these CLASS SERIES NUMBER OF PAR VALUE PER SHARE OR
items unless the (IF ANY) SHARES STATEMENT THAT SHARES ARE
amendment states this WITHOUT PAR VALUE
articles of
incorporation.)
NOT APPLICABLE
Item 2. On the date of the adoption of this amendment restating the articles of
incorporation, the corporation had a stated capital of $__________ and a paid-in
surplus of $__________ or a total of $______________.
NOT APPLICABLE
(Disregard ARticle
where this amendment
contains no such
provisions.)
ARTICLE FIFTH: The manner in which the exchange, reclassification, or
cancellation of issued shares, or a reduction of the number of authorized shares
of any class below the number of issued shares of that class, provided for in,
or effected by, this amendment, is as follows:
NOT APPLICABLE
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(Disregard Paragraph
where amendment does
not affect stated capital
or paid in surplus.)
ARTICLE SIXTH: Paragraph 1: The manner in which said amendment or
amendments effect a change in the amount of stated capital or the amount of
paid-in surplus, or both, is as follows:
NOT APPLICABLE
(Disregard Paragraph
where amendment does
not affect stated capital
or paid-in-surplus.)
Paragraph 2: The amounts of stated capital and of paid-in surplus as
changed by this amendment are as follows:
BEFORE AMENDMENT AFTER AMENDMENT
Stated capital........... $ $
Paid-in surplus.......... $ $
NOT APPLICABLE
IN WITNESS WHEREOF, the undersigned corporation has caused these Articles
of Amendment to be executed in its name by its Vice President, and its corporate
seal to be hereto affixed, attested by its Secretary this 9th day of April,
1964.
PLAYBOY RECORDS, INC.
--------------------------------------------
Exact Corporate Name)
/s/ Eldon Sellers
--------------------------------------------
Its Vice President
Place
(CORPORATE SEAL)
Here
/s/ R. J. Preuss
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Its Secretary
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STATE OF ILLINOIS, )
) ss.
COOK COUNTY )
I, Jane Spradling, a Notary Public, do hereby certify that on the 9th day
of April 1964, Eldon Sellers, personally appeared before me and, being first
duly sworn by me, cknowledged that he signed the forgoing document in the
capacity therein set forth and declared that the statements therein contained
are true.
IN WITNESS WHEREOF, I have hereunto set my hand and seal the day and year
before written.
/s/ Jane Spradling
------------------------------------
Notary Public
My Commission Expires June 26, 1966
[SEAL]
5
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Form BCA-5.10 STATEMENT OF CHANGE
NFP-105.10 OF REGISTERED AGENT
AND/OR REGISTERED OFFICE
1. CORPORATE NAME: PLAYBOY MODELS, INC.
2. STATE OR COUNTRY OF INCORPORATION: ILLINOIS
3. Name and address of the registered agent and registered office as they
appear on the records of the office of the Secretary of State (BEFORE
CHANGE):
Registered Agent THE PRENTICE-HALL CORPORATION SYSTEM, INC.
FIRST NAME MIDDLE NAME LAST NAME
Registered Agent 33 NORTH LASALLE ST.
NUMBER STREET SUITE NO. (A P.O.
BOX ALONE IS NOT ACCEPTABLE)
CHICAGO, IL 60602 COOK
CITY ZIP CODE COUNTY
4. Name and address of the registered agent and registered office shall be
(AFTER ALL CHANGES HEREIN REPORTED):
Registered Agent C T CORPORATION SYSTEM
FIRST NAME MIDDLE NAME LAST NAME
Registered Agent C/O C T CORPORATION SYSTEM, 208 S. LA SALLE
STREET
NUMBER STREET SUITE NO. (A P.O. BOX
ALONE IS NOT ACCEPTABLE)
CHICAGO 60604 COOK 016
CITY ZIP CODE COUNTY
5. The address of the registered office and the address of the business
office of the registered agent, as changed, will be identical.
6. The above change was authorized by: ("X" ONE BOX ONLY)
a. /X/ By resolution duly adopted by the board of directors. (NOTE 5)
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b. / / By action of the registered agent. (NOTE 6)
NOTE: When the registered agent changes, the signatures of both President and
Secretary are required.
7. (IF AUTHORIZED BY THE BOARD OF DIRECTORS, SIGN HERE. SEE NOTE 5)
The undersigned corporation has caused this statement to be signed by its
duly authorized officers, each of whom affirms, under penalties of perjury, that
the facts stated herein are true.
Dated MAY 20 1994 PLAYBOY MODELS, INC.
(EXACT NAME OF CORPORATION)
attested by /s/ Irma Villarreal by /s/ HOWARD SHAPIRO
-------------------------- -----------------------
(SIGNATURE OF SECRETARY OR (SIGNATURE OF PRESIDENT OR
ASSISTANT SECRETARY) VICE PRESIDENT)
IRMA VILLARREAL, SECRETARY HOWARD SHAPIRO, VICE PRESIDENT
(TYPE OR PRINT NAME AND TITLE) (TYPE OR PRINT NAME AND TITLE)
(IF CHANGE OF REGISTERED OFFICE BY REGISTERED AGENT, SIGN HERE. SEE NOTE 6)
The undersigned, under penalties of perjury, affirms that the facts stated
herein are true.
Dated 1994
(SIGNATURE OF REGISTERED AGENT OF RECORD)
(ILL.-581-5/14/91)
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