Exhibit 3.3a
ARTICLES OF INCORPORATION
OF
ARIZONA OFFICE EQUIPMENT & SUPPLY, INC.
KNOW ALL MEN BY THESE PRESENTS:
The undersigned, associating ourselves for the purposes herein stated,
hereby adopt the following Articles of Incorporation:
ARTICLE I
The name of the corporation shall be ARIZONA OFFICE EQUIPMENT &
SUPPLY, INC. Its known place of business shall be 9204 North 7th Street, Suite
1, Phoenix, Arizona 85020, but other offices may be established and maintained
within or without the State of Arizona at such place as the Board of Directors
may designate.
ARTICLE II
The purposes for which this corporation is organized shall include the
transaction of any and all lawful business for which corporations may be
incorporated under the Arizona Business Corporation Act. The character of the
business which the corporation initially intends to actually conduct in Arizona
shall be sales and service of office equipment and supplies.
ARTICLE III
The aggregate number of shares which the corporation shall have
authority to issue shall be One Million (1,000,000), such issue to consist of
only one class, the par value of each share being One Dollar ($1.00). The Board
of Directors shall be vested with the authority to establish preferred or
special classes of stock in series and to fix and determine the variations and
the relative rights and preferences as between series. The shares of capital
stock of the corporation shall be non-assessable.
ARTICLE IV
The corporation appoints DAVID HADLEY, JR., of Suite 304, 3001 West
Indian School Road, Phoenix, Arizona 85017 as its statutory agent.
ARTICLE V
The affairs of the corporation shall be conducted by a Board of
Directors and such officers as the Board may elect or appoint. The number of
Directors shall be designated by the By-Laws, but not less than two (2) who
shall be elected at the annual meeting of the stockholders. The Directors, who
need not be stockholders, shall hold office for such term and be elected in such
manner as shall be designated by the By-Laws. The following persons shall serve
as Directors of the corporation until the organizational meeting of the
shareholders or until their successors are duly elected and qualified:
James F. Whitehead Jeanette A. Whitehead
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ARTICLE VI
The names and addresses of the incorporators are:
James F. Whitehead Jeanette A. Whitehead
529 W. Southern Hills 529 W. Southern Hills
Phoenix, Arizona 85023 Phoenix, Arizona 85023
IN WITNESS WHEREOF, we have hereunto set our hands this 30th day of
June, 1989.
/s/ James F. Whitehead
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JAMES F. WHITEHEAD
/s/ Jeanette A. Whitehead
----------------------------------------
JEANETTE A. WHITEHEAD
STATE OF ARIZONA )
) ss.
County of Maricopa )
Before me, the undersigned notary public, personally appeared JAMES F.
WHITEHEAD and JEANETTE A. WHITEHEAD, who acknowledged to me that they executed
the foregoing Articles of Incorporation for the purposes therein contained.
IN WITNESS WHEREOF, I hereunto set my hand and official seal this 30th
day of June, 1989.
/s/ Alice M. Klazwa
----------------------------------------
Notary Public
My Commission Expires:
8/23/89
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ARTICLES OF AMENDMENT
OF
ARIZONA OFFICE EQUIPMENT & SUPPLY, INC.
1. The name of the corporation is ARIZONA OFFICE EQUIPMENT & SUPPLY, INC.
2. Attached hereto as Exhibit A is the text of each amendment adopted.
3. [X] The amendment does not provide for an exchange, reclassification or
cancellation of issued shares.
4. The amendment was adopted the 1st day of November, 2002.
5. [X] The amendment was approved by the shareholders. There is one voting
group eligible to vote on the amendment. The voting group consisting of 15,000
outstanding shares of Common stock is entitled to 15,000 votes. There were
15,000 votes present at the meeting. The voting group cast 15,000 votes for
approval of the amendment. The number of votes cast for approval of the
amendment was sufficient for approval by the voting group.
[THIS SPACE INTENTIONALLY LEFT BLANK]
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DATED as of the 1st day of November, 2002.
ARIZONA OFFICE EQUIPMENT & SUPPLY, INC.
By: /s/ Michael McGuirk
------------------------------------
Michael McGuirk, President
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EXHIBIT A
TO
ARTICLES OF AMENDMENT
ARTICLE I IS AMENDED AND RESTATED AS FOLLOWS:
"ARTICLE I
The name of the corporation shall be ARIZONA OFFICE TECHNOLOGIES, INC. Its
known place of business shall be 1440 West University Drive, Tempe, Arizona,
85281, but other offices may be established and maintained within or without the
state of Arizona at such place as the Board of Directors may designate."
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