EX-3 8 Exhibit3_ACFFormationDocs.txt TXT AMERICAN CRYPTOFED FORMATION DOCUMENTS Wyoming Secretary of State Herschler Bldg East, Ste.100 & 101 Cheyenne, WY 82002-0020 Ph. 307-777-7311 Decentralized Autonomous Organization Limited Liability Company Articles of Organization I. The name of the decentralized autonomous organization limited liability company is: American CryptoFed DAO LLC II. The name and physical address of the registered agent of the decentralized autonomous organization limited liability company is: Hathaway & Kunz, LLP 2515 Warren Ave Ste 500 PO Box 1208 Cheyenne, WY 82001 III. The mailing address of the decentralized autonomous organization limited liability company is: 1607 Capitol Ave., Suite 327 Cheyenne, WY 82001 IV. The principal office address of the decentralized autonomous organization limited liability company is: 1607 Capitol Ave., Suite 327 Cheyenne, WY 82001 V. The organizer of the decentralized autonomous organization limited liability company is: Scott Moeller 1607 Capitol Ave., Suite 327, Cheyenne, WY 82001 Xiaomeng Zhou 1607 Capitol Ave., Suite 327, Cheyenne, WY 82001 Marian Orr 1607 Capitol Ave, Suite 327, Cheyenne, WY 82001 VI. Additional Article: This Company is a decentralized autonomous organization. Accordingly, the following notice is statutorily mandated: NOTICE OF RESTRICTIONS ON DUTIES AND TRANSFERS The rights of members in a decentralized autonomous organization may differ materially from the rights of members in other limited liability companies. The Wyoming Decentralized Autonomous Organization Supplement, underlying smart contracts, articles of organization and operating agreement, if applicable, of a decentralized autonomous organization may define, reduce or eliminate fiduciary duties and may restrict transfer of ownership interests, withdrawal or resignation from the decentralized autonomous organization, return of capital contributions and dissolution of the decentralized autonomous organization. VII. Additional Article: This Company is managed by members with the possible use of algorithmic and/or smart contract protocols as set forth in the applicable smart contracts, operating agreement, and other internal governance documents. VIII. Additional Article: The publicly available identifiers of any smart contracts directly used to manage, facilitate or operate this decentralized autonomous organization are as follows: blockexplorer.americancryptofed.org. The underlying smart contracts used by the Company are able to be updated, modified or otherwise upgraded. Signature: Scott Moeller Date: 07/01/2021 Print Name: Scott Moeller Title: Organizer Email: mkaufman@hkwyolaw.com Daytime Phone #: (307) 634-7723 Wyoming Secretary of State Herschler Bldg East, Ste.100 & 101 Cheyenne, WY 82002-0020 Ph. 307-777-7311 I am the person whose signature appears on the filing; that I am authorized to file these documents on behalf of the business entity to which they pertain; and that the information I am submitting is true and correct to the best of my knowledge. I am filing in accordance with the provisions of the Wyoming Limited Liability Company Act, (W.S. 17-29-101 through 17-29-1105) and Registered Offices and Agents Act (W.S. 17-28-101 through 17-28-111). I understand that the information submitted electronically by me will be used to generate Articles of Organization that will be filed with the Wyoming Secretary of State. I intend and agree that the electronic submission of the information set forth herein constitutes my signature for this filing. I have conducted the appropriate name searches to ensure compliance with W.S. 17-16-401. I consent on behalf of the business entity to accept electronic service of process at the email address provided with Article IV, Principal Office Address, under the circumstances specified in W.S. 17-28-104(e). Notice Regarding False Filings: Filing a false document could result in criminal penalty and prosecution pursuant to W.S. 6-5-308. I acknowledge having read W.S. 6-5-308. Filer is: An Individual Filer Information: By submitting this form I agree and accept this electronic filing as legal submission of my Articles of Organization. Signature: Scott Moeller Date: 07/01/2021 Print Name: Scott Moeller Title: Organizer Email: mkaufman@hkwyolaw.com Daytime Phone #: (307) 634-7723 Wyoming Secretary of State Herschler Bldg East, Ste.100 & 101 Cheyenne, WY 82002-0020 Ph. 307-777-7311 Consent to Appointment by Registered Agent Hathaway & Kunz, LLP, whose registered office is located at 2515 Warren Ave Ste 500, PO Box 1208, Cheyenne, WY 82001, voluntarily consented to serve as the registered agent for American CryptoFed DAO LLC and has certified they are in compliance with the requirements of W.S. 17-28-101 through W.S. 17-28-111. I have obtained a signed and dated statement by the registered agent in which they voluntarily consent to appointment for this entity. Signature: Scott Moeller Date: 07/01/2021 Print Name: Scott Moeller Title: Organizer Email: mkaufman@hkwyolaw.com Daytime Phone #: (307) 634-7723 STATE OF WYOMING Office of the Secretary of State I, EDWARD A. BUCHANAN, Secretary of State of the State of Wyoming, do hereby certify that the filing requirements for the issuance of this certificate have been fulfilled. CERTIFICATE OF ORGANIZATION American CryptoFed DAO LLC I have affixed hereto the Great Seal of the State of Wyoming and duly executed this official certificate at Cheyenne, Wyoming on this 1st day of July, 2021 at 12:11 AM. Remainder intentionally left blank. Secretary of State Filed Date: 07/01/2 021 Filed Online By: Scott Moeller on: 07/01/2021