Articles of Incorporation

ARTICLES OF INCORPORATION OF SUPPORT OUR TROOPS^® INC. A NOT- FOR- PROFIT CORPORATION - RESTATED -

ARTICLE I - NAME AND NATURE

The name of this corporation shall be Support Our Troops, Inc. The corporation is organized as a not-for-profit corporation.

ARTICLE II - DURATION

The term of existence of the corporation shall be perpetual.

ARTICLE III - PURPOSE

This Corporation is organized for the charitable purposes of providing support and assistance to the children, dependents and spouse of military service members and armed forces members, and to the members themselves, including without limitation the Army, Navy, Air Force, Marines National Guard, Coast Guard, Air National Guard and Reserves, and operational employees and agents of other U.S. government departments or agencies (all hereafter, troops), post September 11, 2001, all as further defined and set forth from time to time in the Bylaws and Resolutions of this Corporation.

This Corporation is further organized for the charitable purposes of: obtaining authorization from any state official, agency or department of any state within the United States of America, its territories or possessions for the issuance of a specialty motor vehicle license plate or other beneficial item, grant, appropriation, authorization or service; generally soliciting contributions from the public and government; publicizing support for America’s troops and promoting a clear demonstration by Americans of their support of their troops through the display of "Support Our Troops" and other patriotic items; providing diverse means by which the public can publicly display their support for and pride in their troops while at the same time raising funds to financially assist the troops and their families who are sacrificing to protect all of us; manufacturing, distributing, marketing and selling items and products, and conducting activities which facilitate the purposes set forth herein; initiating other message-disseminating and revenue-generating avenues which facilitate the purposes set forth herein; and conducting all lawful business related to its activities and the management and distribution of the funds and proceeds related to those activities.

ARTICLE IV- ACKNOWLEDGMENT

The Board recognizes that this Corporation, the charitable purposes and business concept behind it, were the ideas of Martin C. Boire. Without him this Corporation would not have come into existence and without him what comes of it would not be. As Founder, he is the man principally undertaking the creation and organization of all aspects of the building of this charitable enterprise, and the primary thought and labor in its creation and the launching of its enterprises and structures will in large part come from him and be driven by his thoughts, labor and ingenuity.

ARTICLE V - EFFECTIVE DATE

The corporate existence shall begin on February 28, 2005.

ARTICLE XI - DIRECTORS

The method of election of directors shall be as stated in the Bylaws. The corporation shall be managed by officers under the direction of a board of directors. The corporation shall have four (4) directors initially, and the number of directors may be increased or decreased from time to time as provide in the Bylaws. The initial directors shall be:

ARTICLE VII - BYLAWS

The power to adopt, alter, amend or repeal Bylaws shall be vested in the Board of Directors.

ARTICLE VIII - INITIAL PRINCIPAL OFFICE

The initial principal office and mailing address of the corporation shall be:

ARTICLE IX - REGISTERED AGENT, OFFICE

The initial registered agent and office of this corporation shall be:

ARTICLE X - INCORPORATOR

The name and address of the Incorporator of this corporation is

ARTICLE XI - AMENDMENT

The right to amend or repeal any provisions contained in these Articles of Incorporation, or any amendment to them, including those matters set forth in Florida Statutes Chapter 617 is reserved to the Directors.

ARTICLE XII – CIVILIAN LEADERSHIP

Support Our Troops was founded by civilians as a moral obligation of those of us who are not serving, to those of us who do; it is civilians voluntarily offering what is morally owed. It is not them asking or reminding, it is us freely offering. It is not them looking to us for what is due, it is us looking amongst ourselves and offering to them what is morally owed.

No one can motivate a group like one of its own. This is why it is important that the key leadership be principally comprised of those who have not served in the military. The organization will of course have directors, officers, and advisors who have served in the military. This is important for understanding and interfacing with the military and veterans groups. But the key figurehead positions need to be filled with highly motivated and talented Americans who have never served in the military and can look their fellow civilians in the eye and have a peer-to-peer discussion about what we should do for those who are serving.

ARTICLE XIII - IRC 501(c)(3) QUALIFICATION

The incorporator and the initial directors are citizens of the United States.

The corporation is organized exclusively for charitable purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501 (c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code.

No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to, its members, trustees, 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 the purposes set forth in the paragraph immediately above and Article III. No substantial part of the activities of the corporation shall be the carrying on 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 or in opposition to any candidate for public office. Notwithstanding any other provision of these articles, the corporation shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of the purposes of the corporation.

Upon a dissolution of the corporation, assets shall be distributed for one or more exempt purposes within the meaning of section 501 (c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.