Articles of Incorporation and by-Laws

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ARTICLES OF INCORPORATION
AND BY-LAWS
OF
NCD WOOD AND STEEL WORKS INC.

IN PARTIAL FULFILMENT
OF THE COURSE REQUIREMNTS IN
LAW112

SUBMITTED BY:

SUBMITTED TO:

MARCH 14, 2012

ARTICLES OF INCORPORATION
OF
NCD Wood and Steel Works Inc.
(Name of Corporation)

KNOWN ALL MEN BY THESE PRESENTS:

The undersigned incorporators, all of legal age and majority of whom are resident of the Philippines, have this day voluntarily agreed to form a non-stock and non-profit association under the laws of the Republic of the Philippines

AND WE HEREBY CERTIFY:

FIRST: That the name of the said association will be NCD Wood and Steel Works Inc.

SECOND: That the purpose or purposes for which such association is incorporated are: to own and operate machines for building furniture’s that are made of wood and steel and provide complete services as principal or agent, engineers, clients, residents, firm or corporations and to any person engaged in our business.

THIRD: That the place where the principal office of the association is to be established is at: Kawit, Cavite

Fourth: That the term for which the association is to exists is fifty (50) years from and after the date of issuance of the certificate of incorporation

FIFTH: That the names, nationalities, and residences of the incorporators of the association are as follows:

Name NationalityResidence
Mr. Neil Christian Filipino123 Cavite, Philippines Mr. Jun Jun Ponce Filipino456 Manila, Philippines
Mr. June Ryan Filipino789 Laguna, Philippines
Mrs. Princess Filipino101 Cavite, Philippines
Mr. Paul Aranco Filipino112 Quezon, Philippines

SIXTH: That the number of trustees of the association shall be five (5) and the first trustees are the incorporators named in Article V.

Name NationalityResidence
Mr. Neil Christian Filipino123 Cavite, Philippines Mr. Jun Jun Ponce Filipino456 Manila, Philippines
Mr. June Ryan Filipino789 Laguna, Philippines
Mrs. Princess Du Filipino101 Cavite, Philippines
Mr. Paul Aranco Filipino112 Quezon, Philippines

SEVENTH: That the present members of the association with their contributions are the following:

Name Contribution
Mr. Neil ChristianP 5,000,000.00
Mr. Jun Jun PonceP 3, 000, 000.00
Mr. June RyanP 1, 000, 000.00
Mrs. Princess P 500, 000.00
Mr. Paul ArancoP 500, 000.00
TotalP 10, 000, 000.00

[ ] With list of additional members, certified by the Secretary under oath and marked as Annex “A” [ ] No list of additional members attached

EIGTH: That no part of the income which the corporation may obtain as an incident to its operation shall be distributed as dividends to its members, trustees or officers subject to the provisions of the Corporation Code on dissolution and any profits obtained as a result of its operation, whenever necessary or proper shall be used for the furtherance of the purposes enumerated in Article II, subject to the provisions of Title XI of the Corporation Code of the Philippines.

NINTH: That Mrs. Princess has been elected by the members as Treasurer of the association to act as such until his/her successor is duly elected and qualified in accordance with the by-laws, and that as such Treasurer he/she has been authorized to receive for and in the name and for the benefit of the association all contributions or donations paid or given by the members.

TENTH: That the corporation manifests its willingness to change its corporate name in the event another person, firm or entity has acquired a prior right to use the said firm name or one deceptively or confusingly similar to it.

ELEVENTH: That the corporation shall comply with the rules and regulations of the Securities and Exchange Commission for non-stock corporations in the...
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