WRITING NUMBER TWENTY-THOUSAND THOUSAND THIRTY _____ VOLUME NUMBER FIVE HUNDRED FORTY _____ FOLIO NUMBER FIFTY-FOUR_____DARH_____ CONTAINING: CONSTITUTION OF SOCIETY.--------------
CUAUTITLAN IZCALLI, STATE OF MEXICO, on the eighteenth day of March in the year one thousand nine hundred and ninety-eight, ME, THE LILIANT LILIANA CASTAÑEDA SALINAS, Head of the Public Notary number Nine of the Judicial District of Cuautitlán, I HAVE TO CONSTATE: _____
THE SOCIETY CONTRACT, by which “COMERCIALIZADORA NASH” is constituted, A SHARE CAPITAL STOCK COMPANY, which is awarded by MIGUEL ÁNGEL TREJO OCHOA AND BEATRIZ RAMÍREZ SUÁREZ, under the permission number 15000360 (ONE, FIVE, ZERO, ZERO, ZERO, THREE, SIX, ZERO), issued by the Ministry of Foreign Affairs, on March 12, nineteen ninety-eight, with file number 9815000358 (NINE, EIGHT, ONE, FIVE, ZERO, ZERO, ZERO, THREE, FIVE, EIGHT), folio 544 (FIVE, FOUR, FOUR), which it added to the appendix of this deed with its number and under the letter “A” and which will be governed by the following: _____E STATUTOS _____ NAME, CORPORATE PURPOSE, ADDRESS, DURATION AND CLAUSE OF FOREIGNERS._____ ARTICLE ONE.- The company will be called “COMERCIALIZADORA NASH” of its variable capital stock or DE CV _____ SECOND ARTICLE.- The purpose of the company is: _____ a.- The purchase, sale, lease, production, manufacture, import, export,consignment, storage, assembly and distribution of all types of movable goods in general for trade; including but not limited to: the sale, lease, import, export and consignment, storage and distribution of industrial equipment and indication and process systems; The purchase, sale, lease, production, manufacture, import, export and consignment, storage and distribution of all kinds of automotive spare parts, tires, accessories of automotive equipment and everything related to the field of manual, electrical and pneumatic tools for industry, commerce, the office and the home, equipped with industrial protection, steels in all its forms, office equipment, household waxes, as well as all kinds of parts, components, devices,interfaces computers and electrical appliances and white goods, musical and measuring instruments as well as sports accessories in general, all kinds of jars in general, all kinds of fragrances, leather in general, clothing of all kinds of materials and fabrics, building materials and furniture for domestic use, including for kitchen and bathroom; of all kinds of school and office stationery, of all kinds of raw materials and supplies, of all kinds of perishable products or not; of all kinds of wines and spirits, latería, groceries, and dried fruits and other goods, as well as repair and sale of watches and jewels and all kinds of gifts: attached and related furniture necessary for the development of the stated purposes._____ b.- The provision of services in automotive mechanics in general, the organization of all kinds of events,the creation of designs in general for movable property, such as machinery, vehicles, tools and spare parts, necessary for the realization of its object and the celebration of all kinds of acts and contracts related to said purpose and permitted by law._____ c.- Selection, hiring, training and personnel training; develop advisory, orientation, dissemination and promotion tasks in order to provide technical assistance and promote the improvement of the production, use, handling and design of the aforementioned products, devices, machinery, equipment, tools and materials; carry out all kinds of studies, projects, consultancies, analysis of national and foreign markets related to the branch._____ d.- The agreement of commercial, industrial credits,banking and other sources of financing that are necessary for the development of the corporate purpose._____ e.- Obtaining or granting loans and guarantees of all kinds, carrying out and entering into all kinds of civil and commercial contracts and operations, or simple, revolving, current account, qualification or avio, refactional, industrial credits in your favor or in favor of third parties, with or without real and / or personal and / or unsecured guarantee, including, but not limited to, the be established as collateral and / or pledge guarantor, and may also constitute civil or industrial mortgage guarantees, even obliging the company jointly, severally and unlimitedly._____ f.- Carrying out all kinds of banking operations,insurance and bond that are necessary for the fulfillment of its corporate purpose._____ g.- The administration, acquisition, transfer and in general the disposition by any legal title of all kinds of shares, social shares, parts of interests, values, assets, liabilities, rights and obligations of all kinds of companies or companies, be part of them and enter into a limited partnership, without projecting, organizing, exploiting, managing, taking part in the fourth article of the Securities Market Law. in the capital in the financing or administration of all kinds of industrial or commercial companies, especially those dedicated to the branch._____ h.- The acquisition, sale and exploitation by any type of patents, trademarks, invention certificates, trade names, of improvements,and general of all kinds of industrial property rights or copyrights, as well as granting license rights over them._____ i.- Issue, turn, endorse, accept, endorse, discount and subscribe all kinds of credit titles, without are located in the cases of the fourth article of the Securities Market Law, as well as granting a guarantee in favor of third parties._____ j.- Accept or confer all kinds of mercantile commissions and mandates, acting in their own name or on behalf of the principal or principal acting as agent for third parties. Being an Agent or representative of national or foreign companies with the same or similar object._____ k.- In general, the execution, celebration and execution of all kinds of legal acts,Agreements or contracts of any nature and titles, whether civil or commercial, that are necessary for the realization of the corporate purpose and that are directly or indirectly related to said corporate purpose._____ l.- Acquire, dispose of, give and receive in lease and encumber all class of movable and immovable property that is directly or indirectly related to and for the aforementioned objects._____
THIRD ARTICLE.- The registered office is in NAUCALPAN DE JUÁREZ, STATE OF MEXICO._____ The company may establish agencies, branches or offices within the Mexican Republic, without for that reason being understood to have changed its address._____
ARTICLE FOUR.- The duration of the company is NINETY-NINE YEARS, counted from the date of signing the deed._____
ARTICLE FIVE.- The appearing parties agree from now on expressly that they will not be admitted directly or indirectly as partners or shareholders to investors or moral companies without clause of exclusion of foreigners, and therefore if it were to happen, they will not recognize at all rights to partners or shareholders to the same investors or companies._____ SHARE CAPITAL AND SHARES _____
ARTICLE SIX.- The share capital is variable, with a fixed minimum of FIFTY THOUSAND PESOS NATIONAL CURRENCY and unlimited maximum, represented by FIFTY NOMINATIVE SHARES, with a value of ONE THOUSAND PESOS NATIONAL CURRENCY, each._____ The shares are fully subscribed and paid in cash by individuals and in the proportions that will be detailed in the agreements of the transitional clauses._____ The share capital is subject to increase by subsequent contributions from partners or by admission of new partners, and decrease by withdrawal of capital total or partial of the contributions, as long as said capital withdrawal does not imply a reduction of the minimum fixed in this deed._____ The increase of the share capital in the variable part, as well as the decrease of the capital up to the fixed minimum,It must be agreed by the Ordinary Shareholders' Meeting._____ In the event of an increase, the assembly will determine the form and terms in which the corresponding issuance of shares must be made._____ The shareholders will have pre-emptive right in proportion to the number of shares they already own, to subscribe which are again issued, observing the provisions of article one hundred thirty-two of the General Law of Mercantile Companies._____ The preference will be exercised within fifteen days following the date of publication in the Official Gazette of the Government or In a newspaper with the largest circulation of the registered office._____ After this period has elapsed without the shareholders having made use of the right of both, they may be freely transmitted by their owners._____ In the event of a decrease in the share capital,This will be applied proportionally on the value of all the shares, and the assembly will set the rules for the apportionment of the redemption and the date on which the redemptions must take effect._____ A new capital increase may not be decreed, without the shares representing the former agreed, they are fully subscribed and paid, and a decrease may not be agreed that results in the reduction of the minimum capital that has been established in this article._____ The company will keep a record book of shares, in which they must register within the ninety days following the date on which all the subscription, acquisition or transmission operations that are the object of the shares that form the share capital, with the expression of the previous subscriber or holder and of the transferee or acquirer._____________________________________________and the assembly will set the rules for the apportionment of the amortization and the date in which the amortizations must take effect._____ A new capital increase may not be decreed, without the shares that represent the previously agreed upon, being fully subscribed and paid, and may not be agreed a decrease that results in the reduction of the minimum capital that has been established in this article._____ The company will keep a register book of shares, in which they must register within the ninety days following the date on which they are made, all the subscription, acquisition or transmission operations that are subject to the shares that form the share capital, with the expression of the previous subscriber or holder and the transferee or acquirer._____and the assembly will set the rules for the apportionment of the amortization and the date in which the amortizations must take effect._____ A new capital increase may not be decreed, without the shares that represent the previously agreed upon, being fully subscribed and paid, and may not be agreed a decrease that results in the reduction of the minimum capital that has been established in this article._____ The company will keep a register book of shares, in which they must register within the ninety days following the date on which they are made, all the subscription, acquisition or transmission operations that are subject to the shares that form the share capital, with the expression of the previous subscriber or holder and the transferee or acquirer._______________without the shares representing the previously agreed upon being fully subscribed and paid, and a decrease that may result in the reduction of the minimum capital that has been established in this article may not be agreed._____ The company will keep a record book of shares, in which they must register within the ninety days following the date on which they are carried out, all the subscription, acquisition or transmission operations that are the subject of the shares that form the share capital, with the expression of the previous subscriber or holder and the transferee or acquirer._____without the shares representing the previously agreed upon being fully subscribed and paid, and a decrease that may result in the reduction of the minimum capital that has been established in this article may not be agreed._____ The company will keep a record book of shares, in which they must register within the ninety days following the date on which they are carried out, all the subscription, acquisition or transmission operations that are the subject of the shares that form the share capital, with the expression of the previous subscriber or holder and the transferee or acquirer.__________ The company will keep a register book of shares, in which all the subscription, acquisition or transmission operations that the shares that form the capital stock must be registered within the ninety days following the date on which they are carried out., with the expression of the previous subscriber or holder and the transferee or acquirer.__________ The company will keep a register book of shares, in which all the subscription, acquisition or transmission operations that the shares that form the capital stock must be registered within the ninety days following the date on which they are carried out., with the expression of the previous subscriber or holder and the transferee or acquirer._____
SEVENTH ARTICLE.- The titles of the progressively numbered shares shall contain the requirements established in article one hundred twenty-five of the General Law of Mercantile Companies and the resignation referred to in article fifth of these Statutes; They will protect one or more shares, they will have coupons attached for the payment of dividends._____ The provisional titles or certificates will be signed by the Sole Administrator or by the President and Treasurer of the Board of Directors. _____
ARTICLE EIGHT.- The shares confer on their owners equal rights and obligations._____ Ownership of one or more shares implies acceptance of these bylaws and the resolutions approved by the Shareholders Assembly, the Board of Directors or the Sole Administrator._____ ADMINISTRATION _____
ARTICLE NINE.- The administration of the company will be in charge of a Sole Administrator or a Board of Directors, as resolved by the General Assembly of Shareholders._____
ARTICLE TEN.- The Board of Directors shall be made up of a number of not less than two members and the maximum determined by the Shareholders' Meeting, which may designate President, Vice-President, Treasurer, Secretary and Members. You may also appoint alternates._____
ARTICLE ELEVENTH- If the Board of Directors is chosen, the right of minorities to appoint a Director shall be taken care of, in accordance with article one hundred and forty of the General Law of Mercantile Companies._____
ARTICLE TWELVE.- The Sole Administrator or the members of the Board of Directors may be reelected; they will hold office for one year, from the date of their appointment, but will continue in office until the new appointment is made and the appointees take office._____
ARTICLE THIRTEEN.- The Board of Directors shall meet when called by the President, by two of its members or by the Commissioner and shall be considered legally installed, with the majority of the directors. Each director will have one vote and resolutions will be made by a majority of those present. The President has a casting vote._____ Resolutions taken outside the council session unanimously by the members thereof, will have the same validity for all legal purposes as if they had been met in a council session, provided it is confirmed in writing.. _____
ARTÍCULO DÉCIMO CUARTO.- Las sesiones del Consejo de Administración serán presididas por su Presidente y se levantará un acta, en la que se hará constar la lista de consejeros que asistieron, los asuntos que trataron, el desarrollo de los mismos y deberá ser firmada por quienes hayan actuado como Presidente y Secretario. _____
ARTICLE FIFTEEN.- The Sole Administrator or the Board of Directors, as the case may be, have the following powers: _____Direct and administer the social businesses, with the use of the social firm, execute all acts and celebrate all operations, agreements and contracts that are related to corporate purposes, so it will have general power for lawsuits and collections in all matters, including labor and administrative acts, acts of ownership, to grant and subscribe titles and credit operations and to grant and revoke powers in the form and terms provided for in article two thousand four hundred and eight of the Civil Code in force in the State of Mexico and its correlatives with that of the Federal District and other States of the Mexican Republic, with all general and special powers,even complaints that according to the Law, require power or special clause._____ Therefore, the attorneys will have the following powers: _____
A).- LAWSUITS AND COLLECTIONS IN GENERAL AND IN THE LABOR AREA: Appear and exercise the power conferred on them before all kinds of people, authorities, judicial and administrative, civil, criminal and labor, federal and local, in trial and outside of it as wide as possible; attorneys-in-fact may carry out all kinds of acts and procedures, including:
a).- To desist from all kinds of demands, procedures, trials, resources, even the amparo judgment.- b).- Present and answer demands; c).- To compromise; d).- Engage in arbitrators; e).- Absolve and articulate positions; f).- Make assignment of assets; g).- To refuse; h) Receive payments; i).- Submit complaints, grievances, complaints and become a third party to the Public Ministry; j).- Grant forgiveness.-k).- So that in accordance with the provisions of articles six hundred and ninety-two, second section, eight hundred and seventy-six first section, seven hundred and eighty-six and seven hundred and
B) ADMINISTRATIVE ACTS IN GENERAL AND IN THE LABOR AREA: To carry out all kinds of administrative acts; Under such conditions, they may make, grant and sign all kinds of agreements and contracts, acts, public and private documents, manifestations, resignations, protests, etc., of a civil, commercial or any other nature, especially those to which it refers Article Twenty-seven Constitutional and Regulatory Laws thereof, which are the exclusive consequence of the administrative functions that are conferred._____ In labor matters, they may carry out all kinds of acts of administration, in relation to workers and employees of society, in terms of article eleven of the Federal Labor Law, with express power to intervene in conciliatory acts,in the terms of article eight hundred and seventy-six of the Federal Labor Law, for which you can make, grant and subscribe, all kinds of agreements and contracts, public and private documents, manifestations, resignations, protests, etc., in relation to any labor matter._____ The powers of administrative acts in the labor area, may be executed by officials before the labor authorities that are specified in article five hundred and twenty-three of the Federal Labor Law, as well as before authorities and officials of the National Fund Institute Housing for Workers, Mexican Institute of Social Security and National Fund for the Consumption of Workers.public and private documents, manifestations, resignations, protests, etc., in relation to any labor matter._____ The powers of administration acts in the labor area, may be executed by the officials before the labor authorities that are specified in article five hundred and twenty-three of the Federal Labor Law, as well as before authorities and officials of the Institute of the National Housing Fund for Workers, the Mexican Institute of Social Security and the National Fund for the Consumption of Workers.public and private documents, manifestations, resignations, protests, etc., in relation to any labor matter._____ The powers of administration acts in the labor area, may be executed by the officials before the labor authorities that are specified in article five hundred and twenty-three of the Federal Labor Law, as well as before authorities and officials of the Institute of the National Housing Fund for Workers, the Mexican Institute of Social Security and the National Fund for the Consumption of Workers.They may be carried out by officials before the labor authorities specified in article five hundred and twenty-three of the Federal Labor Law, as well as by authorities and officials of the Institute of the National Housing Fund for Workers, the Mexican Institute of Social Security and the National Fund. for the Consumption of Workers.They may be carried out by officials before the labor authorities specified in article five hundred and twenty-three of the Federal Labor Law, as well as by authorities and officials of the Institute of the National Housing Fund for Workers, the Mexican Institute of Social Security and the National Fund. for the Consumption of Workers.
With the enunciative but not limiting character, it is pointed out that the aforementioned officials may carry out all kinds of steps, procedures, negotiations, present promotions, appear in hearings, whether conciliation or of any other nature within the labor procedures, before the boards of conciliation and arbitration, local or federal._____ C) ACTS OF DOMAIN.- To carry out acts of domination, such as selling, buying or in any other concept acquiring, adjudicating, repudiating or transmitting all kinds of movable or immovable property, encumbering them or limiting the rights that are inherent._____ D) Grant, subscribe, accept, endorse or endorse all kinds of credit titles in the broadest terms of the ninth article of the General Law of Titles and Credit Operations._____ E).- Grant and revoke all class of powers._____When the Council acts, it may delegate its powers to the President or to the person it designates._____
ARTICLE SIXTEENTH.- The Assembly, the Administrator or the Council may appoint Directors, Managers, Officers, agents or employees of the company, conferring on them the powers and attributions that they deem necessary._____ The Administrators, Directors and Managers may or may not be shareholders and will guarantee their management with the deposit of a share of this company or its cash equivalent, which may be collected at the end of their functions if they have not incurred responsibility._____ The Directors and Managers do not need to guarantee their management when they have granted guarantees as members of the Board or as Sole Administrator._____ SURVEILLANCE_____
ARTICLE SEVENTH.- The supervision of social operations will be in charge of a Commissioner, elected by the general assembly, who may or may not be a shareholder. Considering the limitation of article one hundred sixty-five of the General Law of Mercantile Companies; it will last in functions the same time as the Administrators and will guarantee its management in the same way as those._____ It will have the faculties and obligations indicated in article one hundred sixty-six of the General Law of Mercantile Companies._____ ASSEMBLIES _____
ARTICLE EIGHTEEN.- The General Assembly of Shareholders is the supreme body of the company and its regime is as follows: _____ I.- They will be ordinary and extraordinary and will meet at the registered office._____ II.- The Ordinary must meet at least one once a year, within the four months following the clause of the fiscal year and they will also deal with the matters included in the agenda and, where appropriate, they must discuss, approve or modify the balance after hearing the Commissioner's report; decree dividends or investments to be given to profits; appoint the Administrators and Commissioner._____ III.- The Extraordinary will deal with any modification to the bylaws, in addition to the matters listed in article one hundred and eighty-two of the aforementioned Law._____ IV.- They will be called by the Board of Directors, the Sole Administrator or by the Commissioner, except as provided in articles one hundred sixty-eight, one hundred eighty-four and one hundred eighty-five of the General Law of Mercantile Companies._____ V.- The call It will be published only once in the Official Gazette of the Government or in one of the most widely circulated newspapers at the registered office, fifteen days before the date the meeting is to be held._____- The call will be published once only in the Official Newspaper "Government Gazette" or in one of the most widely circulated newspapers at the registered office, fifteen days before the date on which the meeting is to be held._____- The call will be published once only in the Official Newspaper "Government Gazette" or in one of the most widely circulated newspapers at the registered office, fifteen days before the date on which the meeting is to be held._____
_____The call will contain in the order of the day, the matters that must be dealt with, as well as the place and day in which the meeting will be held. _____The publication of the call will not be necessary if the entire share capital is represented in the meeting. _____ VI.- The person appointed by the board, the Sole Administrator or the person appointed by the shareholders will act as President and the person designated by the shareholders themselves will act as Secretary._____ VII.- In order to be considered legally assembled and for their resolutions to be valid, will comply with the provisions of articles one hundred eighty-nine, one hundred ninety-one hundred and ninety-one of the General Law of Mercantile Companies._____ VIII.- In voting, each share represents one vote and will be nominative unless the majority agrees otherwise voting._____ IX.- Their decisions will be firm, except for the right of opposition established in article two hundred and one of the General Law of Mercantile Companies._____ X.- The minutes of the Assemblies must be signed by the President and the Secretary._____ BALANCE AND UTILITIES_____
ARTICLE NINETEEN.- A balance of each fiscal year will be practiced annually with the intervention of the Commissioner and with the requirements of the Law, which will include from January 1 to December 31 of each year._____ The balance and the report of the Commissioner they must be in the possession of the Administrators fifteen days before the meeting that will meet them, so that the shareholders can consult them._____
ARTICLE TWENTY.- From the result of the financial statements, after deduction of the amounts necessary for amortization, depreciations, income tax and distribution of profits to workers, the remainder will be applied as follows: _____ I.- Five percent will be separated to form the legal reserve fund, until it reaches twenty percent of the share capital._____ II.- The amounts agreed by the assembly will be separated, for other expenses, gratuities or reserves._____ III.- The amount that by agreement of the assembly must be paid to the shareholders as dividends._____ IV.- The balance, if any, will be transferred to the earnings account pending distribution._____
ARTICLE TWENTY-FIRST.- The shareholders will participate in the profits in proportion to the number of shares they represent, corresponding in any case an equal amount for each share._____ They will be liable for losses in the same proportion, but limited their liability to the nominal value of their shares._____ When the shares are fully paid or released the shareholders will not be liable for a greater amount in the losses _____- The founders do not reserve any share of the profits._____ DISSOLUTION AND LIQUIDATION OF THE COMPANY _____ ARTICLE TWENTY-SECOND.- The Company will be dissolved in the cases provided for in article two hundred and twenty-nine of the General Law of Mercantile Companies._____ Once the dissolution is agreed, the assembly will designate one or more liquidators,who will carry out the liquidation in accordance with the agreements of the assembly or in its defects by the stipulations contained in the eleventh chapter of the aforementioned Law._____ The Liquidator or liquidators will have the same powers and obligations that correspond to the Board of Directors or the Sole Administrator._____ The supervisory body will continue to function with the powers and obligations that corresponded to it in the normal life of society._____ GENERAL PROVISION _____ ARTICLE TWENTY-THREE.- The Company is governed by these statutes and in what is not provided for in them by the provisions of the General Law of Commercial Companies._____ TRANSITORY_____ SHAREHOLDERS_____ SHARES _____ CAPITAL-MIGUEL ÁNGEL TREJO OCHOA_____25_____ $ 25,000.00 BEATRIZ RAMÍREZ SUÁREZ _____ 25 _____ $ 25,000.000000_____The Liquidator or liquidators will have the same powers and obligations that correspond to the Board of Directors or the Sole Administrator._____ The supervisory body will continue to function with the powers and obligations that corresponded to it in the normal life of the company._____ GENERAL PROVISION _____ ARTICLE TWENTY-THREE.- The Company is governed by these statutes and in what is not provided for in them by the provisions of the General Law of Commercial Companies._____The Liquidator or liquidators will have the same powers and obligations that correspond to the Board of Directors or the Sole Administrator._____ The supervisory body will continue to function with the powers and obligations that corresponded to it in the normal life of the company._____ GENERAL PROVISION _____ ARTICLE TWENTY-THREE.- The Company is governed by these statutes and in what is not provided for in them by the provisions of the General Law of Commercial Companies._____The supervisory body will continue to function with the powers and obligations that corresponded to it in the normal life of society._____ GENERAL PROVISION _____ ARTICLE TWENTY-THREE.- The Company is governed by these statutes and in what is not provided for in them by the provisions of the General Law of Commercial Companies._____ TRANSITORY_____ SHAREHOLDERS_____ SHARES _____ CAPITAL-MIGUEL ÁNGEL TREJO OCHOA_____25_____ $ 25,000.00 BEATRIZ RAMÍREZ SUÁREZ _____ 25 _____ $ 25,000.00_____The supervisory body will continue to function with the powers and obligations that corresponded to it in the normal life of society._____ GENERAL PROVISION _____ ARTICLE TWENTY-THREE.- The Company is governed by these statutes and in what is not provided for in them by the provisions of the General Law of Commercial Companies._____ TRANSITORY_____ SHAREHOLDERS_____ SHARES _____ CAPITAL-MIGUEL ÁNGEL TREJO OCHOA_____25_____ $ 25,000.00 BEATRIZ RAMÍREZ SUÁREZ _____ 25 _____ $ 25,000.0000 BEATRIZ RAMÍREZ SUÁREZ _____ 25 _____ $ 25,000.0000 BEATRIZ RAMÍREZ SUÁREZ _____ 25 _____ $ 25,000.00
_____ TOTAL _____ 50 _____ $ 50,000.00
_____ SECOND.- The shareholders consider the meeting they have for the signing of the deed, as their first Ordinary General Assembly, in which the entire capital stock is represented and unanimously vote they agree: _____ I.-That the company be administered by a SOLE ADMINISTRATOR, designated to occupy said position to Mrs. BEATRIZ RAMÍREZ SUÁREZ, who in the exercise of her functions will have all the powers and faculties referred to in article fifteen of these bylaws, which is held here by reproduced as if the letter were inserted._____ II.- MIGUEL ÁNGEL TREJO OCHOA, who will have all the powers listed in article fifteen of these bylaws, is appointed as the company's proxy._____ III.- They designate as Commissioner of the Company Mr. JOSE LOPEZ OROPEZA, to whom his appointment will be made known._____ When the designated persons are present, they accept the positions conferred, protesting to carry them out faithfully and loyally, protesting to tell the truth that they have guaranteed their management by depositing the amount of ONE THOUSAND PESOS NATIONAL CURRENCY, in the cash register of the company._____ IV.- That the first fiscal year will run from the date of signature of this deed and will end on December thirty-first of the current year._____ THIRD. - The expenses, rights and fees caused by this deed will be borne by "COMERCIALIZADORA NASH", SHAREHOLDERS 'EQUITY._____ THE ADVISED COMPARISONS OF THE PENALTIES IN WHICH THEY FALSELY DECLARE,THROUGH THEIR GENERALS THEY DECLARED TO BE MEXICANS BY BIRTH AND CHILDREN OF MEXICAN PARENTS: _____ Mr. MIGUEL ÁNGEL TREJO OCHOA, originally from Jalapa, Veracruz, where he was born on the twenty-second day of February of nineteen fifty-eight, married, merchant, domiciled in Minnesota apple one hundred, lot forty, Cascada Sur subdivision, Federal District, Mexico._____ Mrs. BEATRIZ RAMÍREZ SUÁREZ, originally from Veracruz, Veracruz, where she was born on the nineteenth of October of one thousand nine hundred and fifty-nine, married, Public Accountant, residing in Rancho Nopaltepec number Seventy-seven N, UNO, Fraccionamiento San Antonio, Cuautitlan Izcalli, State of Mexico _____ Regarding the payment of Income Tax, said the person causing it under protest to tell the truth without being accredited._____ I, THE CERTIFICATE NOTARY: _____I.- That the appearing parties duly identified themselves as justified by the official documents, which I add to the appendix of this instrument with their number and under the letter "B"; whom he conceptualized as having the legal capacity to carry out this act._____ II.-That I had before me the documents cited in this instrument._____ III.- That I warned those appearing that they must accredit me within the month following the date of signature of the present deed, having submitted the application for the registration of the company in the Federal Register of Taxpayers and that in case of not exhibiting said request, I will proceed to give the corresponding notice to the Competent Tax Authorities._____ IV.-That the present deed to the appearing parties, explaining their legal value and strength_____V.-That they agree with its content they signed it the day of their date.- I GIVE FAITH._____
Signatures and Stamps.
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