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Freedom Energy Holdings Inc – ‘SB-2’ on 2/8/07 – EX-3.1A

On:  Thursday, 2/8/07, at 5:15pm ET   ·   Accession #:  1144204-7-5965   ·   File #:  333-140530

Previous ‘SB-2’:  None   ·   Next:  ‘SB-2/A’ on 5/3/07   ·   Latest:  ‘SB-2/A’ on 8/31/07   ·   14 References:   

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 2/08/07  Freedom Energy Holdings Inc       SB-2                  66:5.7M                                   Vintage/FA

Registration of Securities by a Small-Business Issuer   —   Form SB-2
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SB-2        Registration of Securities by a Small-Business      HTML   1.05M 
                          Issuer                                                 
 2: EX-1.1      Underwriting Agreement                              HTML    175K 
 3: EX-2.1      Plan of Acquisition, Reorganization, Arrangement,   HTML     59K 
                          Liquidation or Succession                              
 4: EX-2.2      Plan of Acquisition, Reorganization, Arrangement,   HTML    246K 
                          Liquidation or Succession                              
 5: EX-3.1A     Articles of Incorporation/Organization or By-Laws   HTML     34K 
 6: EX-3.1B     Articles of Incorporation/Organization or By-Laws   HTML    102K 
 7: EX-3.2      Articles of Incorporation/Organization or By-Laws   HTML     67K 
 8: EX-3.3      Articles of Incorporation/Organization or By-Laws   HTML     22K 
 9: EX-3.4      Articles of Incorporation/Organization or By-Laws   HTML    147K 
10: EX-3.5      Articles of Incorporation/Organization or By-Laws   HTML    145K 
11: EX-3.6A     Articles of Incorporation/Organization or By-Laws   HTML     28K 
12: EX-3.6B     Articles of Incorporation/Organization or By-Laws   HTML     73K 
13: EX-5.1      Opinion re: Legality                                HTML     28K 
14: EX-10.1     Material Contract                                   HTML     60K 
23: EX-10.10    Material Contract                                   HTML     73K 
24: EX-10.11    Material Contract                                   HTML     73K 
25: EX-10.12    Material Contract                                   HTML    127K 
26: EX-10.13    Material Contract                                   HTML     22K 
27: EX-10.14    Material Contract                                   HTML     26K 
28: EX-10.15    Material Contract                                   HTML     63K 
29: EX-10.16    Material Contract                                   HTML     25K 
30: EX-10.17    Material Contract                                   HTML     65K 
31: EX-10.18    Material Contract                                   HTML     49K 
32: EX-10.19    Material Contract                                   HTML     60K 
15: EX-10.2     Material Contract                                   HTML     38K 
33: EX-10.20    Material Contract                                   HTML     50K 
34: EX-10.21    Material Contract                                   HTML     60K 
35: EX-10.22    Material Contract                                   HTML     37K 
36: EX-10.23    Material Contract                                   HTML     29K 
37: EX-10.24    Material Contract                                   HTML     30K 
38: EX-10.25    Material Contract                                   HTML     67K 
39: EX-10.26    Material Contract                                   HTML     68K 
40: EX-10.27    Material Contract                                   HTML     71K 
41: EX-10.28    Material Contract                                   HTML     71K 
42: EX-10.29    Material Contract                                   HTML     66K 
16: EX-10.3     Material Contract                                   HTML     38K 
43: EX-10.30    Material Contract                                   HTML     65K 
44: EX-10.31    Material Contract                                   HTML     69K 
45: EX-10.32    Material Contract                                   HTML     70K 
46: EX-10.33    Material Contract                                   HTML     22K 
47: EX-10.34    Material Contract                                   HTML     21K 
48: EX-10.35    Material Contract                                   HTML     70K 
49: EX-10.36    Material Contract                                   HTML     66K 
50: EX-10.37    Material Contract                                   HTML     68K 
51: EX-10.38    Material Contract                                   HTML     20K 
52: EX-10.39    Material Contract                                   HTML     76K 
17: EX-10.4     Material Contract                                   HTML     37K 
53: EX-10.40    Material Contract                                   HTML     49K 
54: EX-10.41    Material Contract                                   HTML     21K 
55: EX-10.42    Material Contract                                   HTML     51K 
56: EX-10.43    Material Contract                                   HTML    151K 
57: EX-10.44    Material Contract                                   HTML    113K 
58: EX-10.45    Material Contract                                   HTML     97K 
59: EX-10.46    Material Contract                                   HTML     94K 
60: EX-10.47    Material Contract                                   HTML    115K 
61: EX-10.48    Material Contract                                   HTML     23K 
62: EX-10.49    Material Contract                                   HTML     23K 
18: EX-10.5     Material Contract                                   HTML     39K 
63: EX-10.50    Material Contract                                   HTML     93K 
64: EX-10.51    Material Contract                                   HTML     65K 
19: EX-10.6     Material Contract                                   HTML     39K 
20: EX-10.7     Material Contract                                   HTML     26K 
21: EX-10.8     Material Contract                                   HTML     26K 
22: EX-10.9     Material Contract                                   HTML     65K 
65: EX-21.1     Subsidiaries of the Registrant                      HTML     18K 
66: EX-23.1     Consent of Experts or Counsel                       HTML     19K 


EX-3.1A   —   Articles of Incorporation/Organization or By-Laws


This exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



ARTICLES OF INCORPORATION

OF

NORTHERN BUSINESS ACQUISITION CORP.
 
The undersigned, being a natural person and acting as incorporator, does hereby adopt the following Articles of Incorporation for the purpose of forming a business corporation in the State of Maryland, pursuant to the provisions of the Maryland General Corporation Law.
 
FIRST: (1) The name of the incorporator is Kevin Wessell.
 
(2) The said incorporator’s address, including the street and number, if any, including the county or municipal area, and including the state or country, is 23404 W Lyons Avenue #223, City of Santa Clarita, County of Los Angeles, State of California 91321.
 
(3) The said incorporator is at least eighteen years of age.
 
(4) The said incorporator is forming the corporation named in these Articles of Incorporation under the general laws of the State of Maryland, to wit, the Maryland General Corporation Law.
 
SECOND: The name of the corporation (hereinafter called the “corporation”) is NORTHERN BUSINESS ACQUISITION CORP.
 
THIRD: The corporation is formed for the following purpose or purposes:
 
To have all of the powers conferred upon corporations organized under the provisions of the Maryland General Corporation Law.
 
FOURTH: The address, including street and number, if any, and the county or municipal area, of the principal office of the corporation within the State of Maryland, is 76 Cranbrook Rd., Cockeysville, County of Baltimore, MD 21020-3404.
 
FIFTH: The name and the address, including street and number, if any, and the county or municipal area, of the resident agent of the corporation within the State of Maryland is HIQ Maryland Corporation whose address is 516 North Charles St., 5th Floor, Baltimore, County of Baltimore City, MD 21201.
 
SIXTH: (1) The Corporation is authorized to issue 150,000,000 shares of $.001 par value common stock and 10,000,000 shares of $.001 par value preferred stock, the aggregate par value of both of which is $160,000.00.
 
(2) The Board of Directors of the corporation is authorized, from time to time, to issue any additional stock or convertible securities of the corporation without the approval of the holders of outstanding stock.
 
 
STATE OF MARYLAND
 
I hereby certify that this is a true ????? page document on file in this office ?????
 
STATE DEPARTMENT OF ?????
By: [SIGNATURE TO COME]
This stamp replaces our previous certification system. ????? 
 
Articles of Incorporation for Northern Business Acquisition Corp., a Maryland Corporation
 

 
(3) Provisions, if any, governing the restriction on the transferability of any of the shares of stock of the corporation may be set forth in the Bylaws of the corporation or in any agreement or agreements duly entered into.
 
(4) To the extent permitted by Section 2-104(b)(5) of the Maryland General Corporation Law, notwithstanding any provision of the Maryland General Corporation Law requiring a greater proportion, than a majority of the votes entitled to be cast in order to take or authorize any action, any such, action may be taken or authorized upon the concurrence of at least a majority of the aggregate number of votes entitled to be cast thereon.
 
(5) No holder of any of the shares of any class of the corporation shall be entitled as of right to subscribe for, purchase, or otherwise acquire any shares of any class of the corporation which the corporation proposes to issue or any rights or options which the corporation proposes to grant for the purchase of shares of any class of the corporation or for the purchase of any shares, bonds, securities, or obligations of the corporation which are convertible into or exchangeable for, or which carry any rights, to subscribe for, purchase, or otherwise acquire shares of any class of the corporation; and any and all of such shares, bonds, securities, or obligations of the corporation, whether now or hereafter authorized or created, may be issued, or may be reissued or transferred if the same have been reacquired and have treasury status, and any and all of such rights and options may be granted by the Board of Directors to such persons, firms, corporations, and associations, and for such lawful consideration, and on such terms, as the Board of Directors in its discretion may determine, without first offering the same, or any thereof, to any said holder.
 
SEVENTH: (1) The number of directors of the corporation, until such number shall be changed by the Bylaws of the corporation, is one (1).
 
(2) The names of the individuals who will serve as directors of the corporation until their successors are elected and qualify are as follows:
 
Mark K Shaner
70 S Potomac St
Aurora, CO 80012
 
(3) The initial Bylaws of the corporation shall be adopted by the initial directors. Thereafter, the power to adopt, alter, and repeal the Bylaws of the corporation shall be vested in the Board of Directors of the corporation.
 
(4) The liability of the directors of the corporation is limited to the fullest extent permitted by the provisions of Section 2-405.2 of the Maryland General Corporation Law, as the same may be amended and supplemented.
 
(5) The corporation shall, to the fullest extent permitted by the Maryland General Corporation Law, as the same may be amended and supplemented, and, without limiting the generality of the foregoing, in accordance with Section 2-418 of said Maryland General Corporation Law, indemnify any and all persons whom it shall have power to indemnify under said law from and against any and all of the expenses, liabilities or other matters referred to in or covered by said Maryland General Corporation Law.

Articles of Incorporation for Northern Business Acquisition Corp., a Maryland Corporation
 

 
EIGHTH: From time to time any of the provisions of these Articles of Incorporation may be amended, altered or repealed, and other provisions authorized by the Maryland General Corporation Law at the time in force may be added or inserted in the manner and at the time prescribed by said laws, and any contract rights at any time conferred upon the stockholders of the corporation by these Articles of Incorporation are granted subject to the provisions of this Article.
 
IN WITNESS WHEREOF, I have adopted and signed these Articles of Incorporation and do hereby acknowledge that the adoption and signing are my act.
 
Dated: June 3, 2005    
 
 
 
 
 
     /s/ Kevin Wessell
 
Kevin Wessell, Incorporator
 
Articles of Incorporation for Northern Business Acquisition Corp., a Maryland Corporation
 

 
I hereby consent to my designation in this document as resident agent for Northern Business Acquisition Corp.
     
   

Signed   /s/ Dawn A. Black
 
 
 
 

by: HIQ Maryland Corporation
   
 
Dawn A. Black
Corporate Secretary
 
 
Articles of Incorporation for Northern Business Acquisition Corp., a Maryland Corporation
 


Dates Referenced Herein

This ‘SB-2’ Filing    Date    Other Filings
Filed on:2/8/07None on these Dates
6/3/05
 List all Filings 


14 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/20/24  Freedom Holdings, Inc.            10-Q       12/31/23   36:1.4M                                   Discount Edgar/FA
 1/24/24  Freedom Holdings, Inc.            10-K        9/30/23   41:2M                                     Discount Edgar/FA
 8/21/23  Freedom Holdings, Inc.            10-Q        6/30/23   36:1.7M                                   Discount Edgar/FA
 5/19/23  Freedom Holdings, Inc.            10-Q        3/31/23   38:1.6M                                   Discount Edgar/FA
 4/06/23  Freedom Holdings, Inc.            10-Q       12/31/22   39:1.5M                                   Discount Edgar/FA
 3/20/23  Freedom Holdings, Inc.            10-K        9/30/22   42:2M                                     Discount Edgar/FA
 3/10/23  Freedom Holdings, Inc.            10-Q        6/30/22   38:1.7M                                   Discount Edgar/FA
 3/10/23  Freedom Holdings, Inc.            10-Q        3/31/22   38:1.7M                                   Discount Edgar/FA
 3/10/23  Freedom Holdings, Inc.            10-Q       12/31/21   36:1.6M                                   Discount Edgar/FA
 1/13/22  Freedom Holdings, Inc.            10-K        9/30/21   42:1.6M                                   M2 Compliance LLC/FA
10/07/21  Freedom Holdings, Inc.            10-12G/A1/21/22    3:607K                                   Discount Edgar/FA
 9/27/21  Freedom Holdings, Inc.            10-12G/A1/21/22    3:621K                                   Discount Edgar/FA
 8/23/21  Freedom Holdings, Inc.            10-12G/A               2:558K                                   Discount Edgar/FA
 7/27/21  Freedom Holdings, Inc.            10-12G                 1:323K                                   Discount Edgar/FA
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Filing Submission 0001144204-07-005965   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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