EX-3.202 174 nt10014532x1_ex3-202.htm EXHIBIT 3.202

Exhibit 3.202

ARTICLES OF INCORPORATION
 
OF
 
SPRINT INTERNATIONAL HOLDING, INC.

FIRST
NAME
 
The name of the corporation is Sprint International Holding, Inc. (the “Corporation”).
 
SECOND Registered Office
 
The registered office of the Corporation in the State of Kansas is located at 534 South Kansas Avenue, Suite 1108, Topeka, Kansas 66603, Shawnee County. The name of its resident agent at such address is The Prentice-Hall Corporation System, Inc.
 
THIRD
Nature of Business
 
The nature of the business or purposes to be conducted by the Corporation is:
 
To engage in any lawful act or activity for which corporations may be organized under the Kansas General Corporation Code.
 
FOURTH
Stock
 
The total number of shares of stock which the Corporation shall have authority to issue is ten thousand (10,000) shares of common stock, each of such shares of common stock to have a par value of $1.00 per share, and such shares may be issued by the Corporation from time to time for such consideration as fixed from time to time by the Board of Directors.
 
Each stockholder of the Corporation shall be entitled to one vote for each share of stock held of record on the books of the Corporation.
 
FIFTH
Incorporator
 
The name and mailing address of the incorporator is as follows:
 
Name
Mailing Address
Michael T. Hyde
2330 Shawnee Mission Parkway

Westwood, Kansas 66205


SIXTH
Existence
 
The Corporation shall have perpetual existence.
 
SEVENTH
Bylaws
 
The Board of Directors is authorized to make, amend or repeal the Bylaws of the Corporation. Election of directors need not be by written ballot.
 
EIGHTH
Limitation of Liability
 
No director of the Corporation shall be personally liable to the Corporation or its stockholders for monetary damages for breach of fiduciary duty by such director as a director; provided, however, that this ARTICLE EIGHTH shall not eliminate or limit the liability of a director to the extent provided by applicable law (i) for any breach of the director’s duty of loyalty to the Corporation or its stockholders, (ii) for acts or omissions not in good faith or that involve intentional misconduct or a knowing violation of law, (iii) under K.SA. Section 17-6424 and amendments thereto or (iv) for any transaction from which the director derived an improper personal benefit. No amendment to or repeal of this ARTICLE EIGHTH shall apply to or have any effect on the liability or alleged liability of any director of the Corporation for or with respect to any acts or omissions of such director occurring prior to such amendment or repeal.

NINTH
Insolvency
 
Whenever a compromise or arrangement is proposed between this Corporation and its creditors or any class of them or between this Corporation and its stockholders or any class of them, any court of competent jurisdiction within the State of Kansas, on the application in a summary way of this Corporation or of any creditor or stockholder thereof or’ on application of any receiver or receivers appointed for this Corporation under the provisions of K.S.A. Section 17-6901 and amendments thereto, or on the application of trustees in dissolution or of any receiver or receivers appointed for this Corporation under the provisions of K.S.A. Section 17-6808 and amendments thereto, may order a meeting of the creditors or class of creditors, or of the stockholders or class of stockholders of this Corporation, as the case may be, to be summoned in such manner as the court directs. If a majority in number representing three-fourths in value of the creditors or class of creditors, or of the stockholders or class of stockholders of this Corporation, as the case may be, agree to any compromise or arrangement and to any reorganization of this Corporation as a consequence of such compromise or arrangement, the said compromise or arrangement and the reorganization, if sanctioned by the court to which the application has been made, shall be binding on all the creditors or class of creditors, or on all the stockholders, or class of stockholders of this Corporation, as the case may be, and also on this Corporation.

2

TENTH
Indemnification

The Corporation shall indemnify its officers, directors, employees and agents to the fullest extent permitted by the Kansas General Corporation Code.
 
THE UNDERSIGNED, being the incorporator above named, for the purposes of forming a corporation pursuant to the Kansas General Corporation Code, has signed this instrument on the 11th day of December, 1996, and does thereby acknowledge that it is his act and deed and that the facts stated therein are true.
 

/s/ Michael T. Hyde

Michael T. Hyde

3


CERTIFICATE OF CHANGE OF ADDRESS OF RESIDENT AGENT’S OFFICE
IN COMPLIANCE WITH K.S.A. 17-6204
 
I John H. Pelletier, Assistant Vice President of The Prentice-Hall Corporation System, Kansas, Inc., do hereby certify for and on behalf of said. corporation that Prentice-Hall Corporation System, Kansas, Inc., a corporation organized and existing under and by virtue of the laws of the state of Kansas, is the resident agent of the corporations per the attached list.
 
I further certify that The Prentice-Hall Corporation System, Kansas, Inc., as resident agent for the corporations named on the attached list, has maintained the registered office of each said corporation at the address of Suite 1108, 534 South Kansas Avenue, Topeka, Shawnee County, Kansas 66603, with the office of the Secretary of State.
 
I further certify that the new address to which such resident agent of each said corporation is hereby changed effective December 20, 1999, is 200 S.W. 30th Street, Topeka, Shawnee County, Kansas 66611, where, at said new address,. such resident agent will thereafter maintain a registered office for each of the corporations per the attached list.
 
Dated: December 16, 1999


/s/ John H. Pelletier

John H. Pelletier, Assistant Vice President

Attest:
 
By
/s/ Vicki Schreiber

Vicki Schreiber, Asst. Secretary


1691997
ABILENE SUPER 8, INC.
644542
AGRI-GRAPHICS, INC.
61499
ALEXANDER & ALEXANDER OF KANSAS INC.
1834720
APPLIED BIOCONCEPTS INC.
2184588
ASC TELECOM, INC.
321141
ASSOCIATED CONSTRUCTION SERVICES, INC.
2200442
BED BATH & BEYOND OF OVERLAND PARK INC.
906057
CHARTER BEHAVIORAL HEALTH SYSTEM OF KANSAS CITY, INC.
931550
CHARTER WICHITA BEHAVIORAL HEALTH SYSTEM, INC.
746396
CHILI’S OF KANSAS, INC.
2242634
CHOICEPOINT HEALTH SYSTEMS INC.
2436640
COLUMBIA MID-WEST DIVISION, INC.
363747
DAY SURGERY, INC.
1668482
DIAMOND DEVELOPMENT, INC.
2221141
DODGE CITY HEALTHCARE PARTNER, INC.
406991
FASHION CONSPIRACY-KANSAS, INC.
2193290
FINANCIAL ALTERNATIVE RESOURCES, INC.
1572817
FINANCIAL PLANNING PARTNERS, LTD.
1634922
FRANK CRYSTAL & CO., INC. (MIDWEST).
2309078
GOLDEN ARCH OF KANSAS, INC.
584433
HARVEST BRANDS, INC.
2096469
HOST INTERNATIONAL, INC. OF KANSAS
65748
J.B.N. TELEPHONE COMPANY, INC.
589648
JOLLY OX CLUB OF KANSAS, INC.
697813
KAISER FOUNDATION HEALTH PLAN OF KANSAS CITY, INC.
244079
KANSAS CHRISTIAN HOME, INC. (DISCIPLES OF CHRIST)
786897
KANSAS HOSPITALITY SERVICES, INC.
1560200
KCWE-TV, INC.
2329373
KSA MANAGEMENT, INC.
820068
MCCAW COMMUNICATIONS OF ST. JOSEPH, INC.
457275
MCDONALD’S RESTAURANTS OF KANSAS, INC.
2446367
MEDICAL HOLDINGS, INC.
694646
MEDICAL MANAGEMENT, INC.
1597004
MEDITRUST OF KANSAS, INC.
2290062
MMS KANSAS CITY, INC.
741397
NATIONAL BASEBALL CONGRESS, INC.
7440472
NATIONAL DRUG & SAFETY LEAGUE
7228067
NATIONAL EMERGENCY MEDICINE ASSOCIATION, INC.
622456
NATIONAL ENVELOPE CORP.-MIDWEST
7190382
NORTH SHORE ANIMAL LEAGUE, INC.
698035
OB-GYN DIAGNOSTICS, INC.
2049013
OGDEN FOOD SERVICE CORPORATION OF KANSAS
2212561
OVERLAND PARK HOMECARE SERVICES, INC.
872259
PRECISIONAIRE OF THE MIDWEST, INC.
1632272
QUEST FUTURES GROUP, INC.
122713
SCI KANSAS FUNERAL SERVICES, INC.


916965
SECTION FOUR OF THE ROLLER SKATING RINK OPERATORS ASSOCIATION
633065
SERVICES OF KANSAS, INC.
41582
SJL OF KANSAS CORP.
2252583
SPRINT HEALTHCARE SYSTEMS, INC.
2429777
SPRINT INTERNATIONAL HOLDING, INC.
2283141
SPRINT IRIDIUM, INC.
2457125
SPRINT VENTURES, INC.
2389757
SPRINTCOM, INC.
865550
SURGICARE OF WICHITA, INC.
920033
SURGICENTER OF JOHNSON COUNTY, INC.
236968
THE AMERICAN ASSOCIATION OF TEACHERS OF SPANISH AND PORTUGUESE, INC.
2478600
TOTAL HEALTHCARE, INC.
2316792
UC PHONECO, INC.
86082
UNITED STATES CORPORATION COMPANY
2316800
UST PHONECO, INC.
1789445
UTI HOLDING COMPANY, INC.
2372076
VILLA P177A OF KANSAS, INC.
2372084
VILLA RESTAURANT, INC.
224956
WHCMB OVERLAND PARK, INC.
346452
WINDSOR AT BARCLAY SQUARE, INC.
556514
WINDSOR AT CEDARBROOKE, INC.
346445
WINDSOR AT EASTBOROUGH, INC.
346429
WINDSOR AT ROCKBOROUGH, INC.
556522
WINDSOR AT WOODBROOKE, INC.
556506
WINDSOR AT WOODGATE, INC.


CERTIFICATE OF OWNERSHIP AND MERGER
OF
SPRINTLINK GLOBAL HOLDINGS, INC.
(a Kansas corporation)
INTO
SPRINT INTERNATIONAL HOLDING, INC.
(a Kansas corporation)
It is hereby certified that:
 
1.
The Agreement and Plan of Merger (“Agreement”) has been approved, adopted, certified and executed by each of the constituent corporations in accordance with K.S.A. 17-6701.
 
2.
The name of the surviving corporation is Sprint International Holding, Inc. (the “Surviving Corporation”).
 
3.
The Articles of Incorporation of the Surviving Corporation shall be the Articles of Incorporation.
 
4.
The executed Agreement will be on file at the principal place of business of the Surviving Corporation.
 
5.
A copy of the Agreement will be furnished by the Surviving Corporation upon request and without cost, to any stockholder of any constituent corporation.
 
6.
The effective date of the Certificate of Ownership and Merger shall be effective upon filing.
 
The undersigned declares under penalty of perjury, according to the laws of Kansas, that the foregoing is true and correct.
 
Executed on  December 6, 2001.
 

Sprint International Holding, Inc.

 

/s/ Tom Gerke

Thomas A. Gerke, Vice President

Attest:

/s/ Michael T. Hyde

Michael T. Hyde, Ass ant Secretary


725-722-3
RGO
53- 25

KANSAS SECRETARY OF STATE
Change of Resident Agent Name and/or
Registered Office Address by
Resident Agent

 
CONTACT: Kansas Office of the Secretary of State
 
Memorial Hall, 1st Floor 120
S.W. 10th Avenue Topeka, KS
66612-1594

(785) 296-4564
kssos@soS.ks.gov 
www.sos.ks.gov

 

INSTRUCTIONS: All information must be completed or this document will not be accepted for filing.  Please read instructions sheet before completing.
 

1. I, The Prentice-Hall Corporation System, Kansas, Inc., the resident agent for the entity(ies) listed below, do hereby certify that I have changed my name and/or the registered office address in the state of Kansas for the following business entity(ies):

2. Business entity ID number:
This is not the Federal Employer ID Number (FEIN)

See attached list

3. Business entity name:
Name must match the name on record with the Secretary of State

See attached list

4. State/Country of organization:

See attached list

5. Current resident agent name and
The Prentice-Hall Corporation System, Kansas, Inc.

registered office address:
Name

Address must be a street address
200 S.W. 30th Street

A PO box is unacceptable
Street Address



Topeka Kansas 66611



City State Zip

6. New resident agent name and
The Prentice-Hall Corporation System, Kansas, Inc.

registered office address:
Name

Address must be a street address
2900 S. Wanamaker Drive, Suite 204

A PO box is unacceptable

Street Address



Topeka Kansas 66614



City State Zip

7.  Effective date:

Upon filing



Future effective date July 13, 2012





Month Day Year

8. I declare under penalty of perjury under the laws of the state of Kansas that the foregoing is true and correct and that I have remitted the required fee.



/s/ John H. Pelletier

July 6, 2012

Signature of resident agent

Date (month, day, year)





John H. Pelletier, Assistant Vice President



Name of signer (printed or typed)



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