ARTICLES OF INCORPORATION
OF A TAX EXEMPT ARIZONA NON-PROFIT CORPORATION
LILY PAD DAYCARE, INC.
The undersigned, for the purpose of forming a corporation under the laws of the State of Arizona, hereby adopt the following Articles of Incorporation:
ARTICLE I
Name of Corporation
The name of the Corporation is Lily Pad Daycare, Inc.
ARTICLE II
Corporate Purpose
The purpose for which this corporation is organized is providing child care.
ARTICLE III
Character of Affairs
The character of affairs of the Corporation will be to provide child care to employees of Healthcare Management Professionals, Inc. and the public.
ARTICLE IV
No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to its members, directors, officers, or other private persons, except that the Corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of this purposes set forth in Article 2. No substantial part of the activities of the Corporation shall be the carrying of propaganda, or otherwise attempting to influence legislation, and the Corporation shall not participate in, or intervene in (including the publishing or distribution of statements), any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of these Articles, the Corporation shall not carry on any other activities not permitted to be carried on: (a) by a corporation exempt from Federal Income Tax Under Section 501(K) of the Internal Revenue Code (or the corresponding provision of any future United State Internal Revenue Law); or (b) by a corporation, contributions to which are deductible under Section 501(c)(3) of the Internal Revenue Code (or the corresponding provisions of any future United States Internal Revenue Laws).
ARTICLE V
Upon the dissolution of the Corporation, the Board of Directors shall, after paying or making provisions for the payment of all of the liabilities of the Corporation, dispose of all its assets exclusively for the purposes of the Corporation in such a manner, or to such organizations organized and operated exclusively for charitable, exclusively for charitable, educational, religious or scientific purpose as shall at the time qualify as an exempt organization or organizations under Section 501 of the Internal Revenue Code (or the corresponding provision of any future United State Internal Revenue Laws) as the Board of Directors shall determine. Any such assets not disposed of shall be disposed of by the Superior Court of the county in which the principle office of the Corporation is then located, exclusively for such purpose or to such organization or organizations as said Court shall determine, which are organized and operated exclusively for such purpose.
ARTICLE VI
The power of indemnification under the Arizona Revised Statutes shall not be denied or limited by the bylaws.
ARTICLE VII
Board of Directors
The initial Board of Directors shall consist of three (3) directors. The number of person to serve thereafter on the Board of Directors shall be fixed by the Bylaws. The names and addresses of the person who are to serve as the directors until the first annual meeting of the members, if a member corporation, or Board of Directors, if the corporation has no members, or until their successors are elected and qualify are:
Matthew Myer, 3131 Western Ave., Kingman, Arizona 86401
John Lingenfelter, 3131 Western Ave., Kingman, Arizona 86401
Julian Weltsch, 3131 Western Ave., Kingman, Arizona 86401
ARTICLE VIII
Known Place of Business
The street address of the known place of business of the Corporation is 3131 Western  Avenue, Kingman, Arizona 86401.
ARTICLE IX
Statutory Agent
The name and address of the Statutory Agent of the Corporation are Jeffrey A. McKee, 5333 North 7th Street, #A-201, Phoenix, Arizona 85014.
ARTICLE X
Incorporators
The names and addresses of the incorporators are:
Matthew Myer, 3131 Western Ave., Kingman, Arizona 86401
John Lingenfelter, 3131 Western Ave., Kingman, Arizona 86401
Julian Weltsch, 3131 Western Ave., Kingman, Arizona 86401
ARTICLE XI
Discrimination
The Corporation will not practice or permit discrimination on the basis of sex, age, race, national origin, religion, or physical handicap or disability.
ARTICLE XII
Members
The Corporation will not have members.
DATED: March 15, 2001
(signed) Matthew Myer
Matthew Myer, Incorporator
(signed) John Lingenfelter, M.D.
John Lingenfelter, M.D., Incorporator
(signed) Julian Weltsch
Julian Weltsch, Incorporator
CONSENT OF STATUTORY AGENT
Jeffrey A. McKee, having been designated to act as Statutory Agent for Lily Pad Daycare, Inc., hereby consents to act in that capacity until his removal or resignation is submitted in accordance with the Arizona Revised Statutes, effective this 23rd day of March, 2001.
(signed) Jeffrey A. McKee
Jeffrey A. McKee
PUBLISH: APRIL 4, APRIL 11, & APRIL 18, 2001