ARTICLES OF INCORPORATION

OF

SHERRAM PAWNSHOP CORP.

(Name of Corporation)

KNOW ALL MEN BY THESE PRESENTS:

The undersigned incorporators, all of legal age and majority of whom are
residents of the Philippines, have this day voluntarily agreed to form a non
stock and non profit association under the laws of the Republic of the
Philippines.

THAT WE HEREBY CERTIFY:

FIRST: The name of the said association shall be:

SHERRAM PAWNSHOP CORP.

SECOND: A. That the purposes for which said corporation is formed are:

PRIMARY PURPOSE:

To engage in the practice of lending money or extending loans at legal interest

on the security of real or personal, tangible or intangible properties, and to
finance installment sales of motor vehicles, home appliances and other chattels
as defined under PD 114 (Pawnshop Regulation Act)

SECONDARY PURPOSE:

THIRD: That the place where the principal office of the association is to be
established is at:

No. /Street : ___________________________________________(If applicable)

City/Town: Kumintang Ilaya, Batangas City Province: _Batangas_

FOURTH: That the term for which the association is to exit is fifty (50) years
from and after the date of issuance of the certificate of incorporation.
FIFTH: That the names, nationalities, and residences of the incorporators of the
association are as follows:

NAME NATIONALITY RESIDENCE

1. LITO MERCADO Filipino San Pascual, Batangas

2. ELEN RAZ Filipino 12 Oak St., Los Angeles,
California, USA
3. RONNIE RAZ Filipino Fifth Ave., Nakamura,
Tokyo, Japan
4. NECY Filipino Villa Neneng Subd.,
HERNANDEZ Batangas City
5. JACE Filipino Paraaque, MM
HERNANDEZ
6. RYAN Canadian Pallocan, Bats.
HERNANDEZ
7. KRISTINE RAZ Canadian Ontario, Canada
8. FELY Chinese Beijing, China
HERNANDEZ
9. MERRAZ LITRE Domestic Corp. Bauan, Bats.
CORPORATION
10. MARK DE Filipino Lipa City, Bats.
CASTRO

SIXTH: That the number of trustees of the association shall be five (5) and
that the names, nationalities and residences of the first trustees of the
association are as follows:

Name Nationality Residence

(Complete Address)

1. JAMES J DALE American 511 Tamarind St., Malabanias,

Angeles City
2. JOSE V. MOSTER Filipino Arayat St.Diamond Subd. Balibago, A.C

3. JAIME JAMES O. LUCERIANO Filipino 1-c 1st Flr. Ming Bldg, Don
Juico Ave.,
4. REMEDIOS P. DE JESUS Filipino S.L. Orosa St., Diamond
Subd, Balibago, Angeles City
5. MARCO ARMANDO D. Filipino Armandos Pizza Parlor, Sto.
NEPOMUCENO Rosario St., Sto. Rosario,
Angeles City

SEVENTH: That the capital of the association was contributed by the

incorporators and directors who are also members of the association as follows:

Name Contribution

1. JAMES J. DALE P 5,000.00

2. REMEDIOS P. DE JESUS P 5,000.00
3. JAIME JAMES O. LUCERIANO P 5,000.00
4. MARCO ARMANDO D. NEPOMUCENO P 5,000.00
5. JOSE V. MOSTER P 5,000.00
6. CLARKTON HOTELS, INCORPORATED P 5,000.00
Represented by: INGO M. HOLTZ _________
7. ANGELES BEACH CLUB RESORTS CORP. P 5,000.00
Represented by: JIMMY A. REGULACION _________
_______________________________________ _________
_______________________________________ _________
_______________________________________ _________
_______________________________________ _________
_______________________________________ _________

TOTAL P 35,000.00
==========
[ ] Wish list of additional members, certified by the Secretary under oath and marked as Annex
A.
[ ] No list of additional members attached.

(please check appropriate box)

EIGHT: That no part of the income which the association may obtain as
an incident to its operation shall be distributed as dividends to its members,
trustees or officers subject to the provisions of the Corporation Code on
dissolution. Any profit obtained by the association as a result of its operation,
whenever necessary or proper shell be used for the furtherance of the purposes
enumerated in Article II, subject to the provision of Title XI of the Corporation
Code of the Philippines.

NINTH: That _____REMEDIOS P. DE JESUS__________________________ has

been elected by the members as Treasurer of the association to act as such
until his/her successor is duly elected and qualified in accordance with the by-
laws; and that as such Treasurer, he / she has been authorized to receive for
and in the name and for the benefit of the association all contributions of
donations paid or given by the members.

TENTH: That the association manifests its willingness to change its

corporate name in the event another person, firm or entity has acquired a prior
right to use the said firm name or one deceptively or confusingly similar to it.

ELEVENTH: That the association shall comply with the requirements for
non-stock corporations in the course of its operation.

In Witness Whereof, we have hereunto signed this Articles of

Incorporation, this __13th___ day of ___August____, 20 _07___, in the City /
Municipality of ________Quezom City____ Province of ___Metro Manila_______,
Philippines.

___JAMES J. DALE____ _JOSE V. MOSTER___ __________________

__REMEDIOS P. DE JESUS ____MARCO ARMANDO D. NEPOMUCENO____

__JAIME JAMES O. LUCERIANO__________________ __________________

__JIMMY A. REGULACION for ANGELES BEACH CLUB RESORTS CORP.______

_INGO M. HOLTZ for CLARKTON HOTELS, INCORPORATED _______

WITNESSES:
 __________________ __________________

(All incorporators appearing on the fifth article and the two witnesses should
affix their signatures on the blanks provided in this page above their
respective names.)

ACKNOWLEDGEMENT

Republic of the Philippines)

S.S.
____QUEZON CITY_____)

BEFORE ME , a Notary Public in and for ___QUEZON CITY__ Philippines, this

_13th__day of _August_, 20 __07__ personally appeared :

Name Community Tax Certificate No. Date & place

Issued
\

8. JAMES J. DALE 9666726 8/10/2007, Angeles City

9. REMEDIOS P. DE JESUS 4472964 5/21/2007, Angeles City
10. JAIME JAMES O. LUCERIANO 4470897 5/11/2007, Angeles
City
11. MARCO ARMANDO D. NEPOMUCENO 24652015 2/28/2007,
Angeles City
12. JOSE V. MOSTER 24643953 2/20/2007,
Angeles City
13. CLARKTON HOTELS, INCORPORATED 117608 3/28/2007,
Angeles City
Represented by: INGO M. HOLTZ 9663969 8/8/2007, Angeles
City
14. ANGELES BEACH CLUB RESORTS CORP. 117582 3/20/2007,
Angeles City
Represented by: JIMMY A. REGULACION 24617851 1/16/2007,
Angeles City

All known to me and to me known to be the same persons who executed the
foregoing Articles of Incorporation and they acknowledged to me that the same
is their free and voluntary act and deed.
 IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my
notarial seal on the date and at the place first above written.

Doc. No. __172___;

Page No. __05____;
Book No.__165___;
Series of ___17____.