Alphatrade Com – ‘10SB12G’ on 3/25/99 – EX-3.1

As of:  Thursday, 3/25/99   ·   Accession #:  1010412-99-47   ·   File #:  0-25631

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Registration of Securities of a Small-Business Issuer   —   Form 10-SB
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10SB12G     Registration of Securities of a Small-Business        46±   196K 
                          Issuer                                                 
 2: EX-3.1      Articles of Incorporation/Organization or By-Laws      2±    12K 
 3: EX-3.2      Articles of Incorporation/Organization or By-Laws     11±    40K 
 4: EX-3.3      Articles of Incorporation/Organization or By-Laws      1      9K 
 5: EX-3.4      Articles of Incorporation/Organization or By-Laws      1      8K 
 6: EX-3.5      Articles of Incorporation/Organization or By-Laws      1      8K 
 7: EX-3.6      Articles of Incorporation/Organization or By-Laws      2±    10K 
 8: EX-4.1      Instrument Defining the Rights of Security Holders     4±    19K 
 9: EX-4.2      Instrument Defining the Rights of Security Holders     4±    19K 
10: EX-10.1     Material Contract                                      7±    29K 
11: EX-10.2     Material Contract                                     11±    50K 
12: EX-10.3     Material Contract                                      2±    10K 
13: EX-10.4     Material Contract                                      1      8K 
14: EX-10.5     Material Contract                                      1      9K 
15: EX-16       Letter re: Change in Certifying Accountant             1      7K 
16: EX-27       Financial Data Schedule (Pre-XBRL)                     1      9K 
17: EX-99       Miscellaneous Exhibit                                  2±    11K 

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

ARTICLES OF INCORPORATION           
OF            
SIERRA GOLD DEVELOPMENT CORP.         

I.   The name of this corporation is SIERRA GOLD DEVELOPMENT CORP.    

II.  The Resident Agent of this corporation for the transaction of    
business, until changed according to law, shall be the following address:       

Nevada Business Services      
675 Fairview Dr. #246     
Carson City, NV 89701     

III.      This corporation may engage in any lawful activity or       
activities in Nevada and throughout the world.                                  

IV.  The total authorized capital stock of this corporation is        
TWENTY-FIVE THOUSAND (25,000) SHARES each share having no par value.  All of    
the voting power of the capital stock of this corporation shall reside in the   
Common Stock.  No capital stock of this corporation shall be subject to         
assessment and no holder of any share, or shares shall have preemptive rights   
to subscribe to any or all issues of shares of other securities of this         
corporation.                                                                    

V.   The directors, officers and stockholders of this corporation are 
indemnified from any personal liability for damages including costs of          
developing records, investigator fees and attorney fees, if any, for breach of  
fiduciary duty or civil suit as a director or officer, but does not eliminate   
or limit the liability for: (a) acts or omissions which involve intentional     
misconduct, fraud or a knowing violation of law or (b) the payment of           
dividends; in violation of NRS 78.300.                                          

VI.  The members of the governing board of this corporation shall be  
styled directors, and they shall be one in number until changed either by (1)   
an amendment to the Articles of Incorporation of this corporation, or (2) the   
adoption of By-Laws, and from time to time amendments thereto increasing or     
decreasing the number of directors, but in no case shall the number of          
directors be smaller than one or the number of stockholders, whichever shall    
be the least. The name and address of the person who is appointed to act as     
the first director of this corporation is as follows:                           

James Barry Somervail     
3530 Skyline View Dr.     
Reno, NV 89509  

VII. This corporation is to have perpetual existence.                 

VIII.     The name and address of the first incorporator of this      
corporation                                                                     
is as follows:                                                                  
Mary Ann Dickens      
675 Fairview Dr. #246     
Carson City, NV 89701     

  The powers of the incorporator are to terminate upon filing of
these Articles of Incorporation.                                                

IN WITNESS WHEREOF, the undersigned incorporator has executed these   
Articles of Incorporation of SIERRA GOLD DEVELOPMENT CORP. on this 17th day of  
May, 1995.                                                                      
         /s/Mary Ann Dickens
  Incorporator
STATE OF NEVADA                                                                 
ss.                                           
CARSON CITY                                                                     

On this 17th day of May 1995, before me, Sheila Allen, a Notary Public
in and for said County and State, personally appeared Mary Ann Dickens, known   
to me to be the person whose name is subscribed to the foregoing instrument,    
and who duly acknowledged to me that she executed the same for the purposes     
therein mentioned.                                                              

 IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official
seal in the County and State, the day and year in this Certificate first above  
written.                                                                        
       /s/Sheila Allen
     Notary Public