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- S-4 Registration of securities issued in business combination transactions
- 3.1.2 Articles of Incorporation of Aboard Publishing, Inc.
- 3.1.3 Articles of Incorporation of Anchorage Daily News, Inc.
- 3.1.4 Certificate of Formation of Bellingham Herald Publishing, LLC
- 3.1.5 Articles of Incorporation of Belton Publishing Company, Inc.
- 3.1.6 Articles of Incorporation of Biscayne Bay Publishing, Inc.
- 3.1.7 Articles of Incorporation of Cass County Publishing Company
- 3.1.8 Articles of Incorporation of Columbus Ledger-enquirer, Inc.
- 3.1.9 Certificate of Incorporation of Cypress Media, Inc.
- 3.1.10 Certificate of Formation of Cypress Media, LLC
- 3.1.11 Articles of Incorporation of East Coast Newspapers, Inc.
- 3.1.12 Articles of Incorporation of Gulf Publishing Company, Inc.
- 3.1.13 Articles of Incorporation of HLB Newspapers, Inc.
- 3.1.14 Certificate of Formation of Idaho Statesman Publishing, LLC
- 3.1.15 Articles of Incorporation of Keltatim Publishing Company, Inc.
- 3.1.16 Certificate of Incorporation of Keynoter Publishing Company, Inc.
- 3.1.17 Articles of Incorporation of Lee's Summit Journal, Incorporated
- 3.1.18 Articles of Incorporation of Lexington H-L Services, Inc.
- 3.1.19 Articles of Incorporation of Macon Telegraph Publishing Company
- 3.1.20 Articles of Incorporation of Mail Advertising Corporation
- 3.1.21 Certificate of Formation of Mcclatchy Interactive LLC
- 3.1.22 Certificate of Incorporation of Mcclatchy Interactive West
- 3.1.23 Certificate of Incorporation of Mcclatchy Investment Company
- 3.1.24 Certificate of Incorporation of Mcclatchy Management Services, Inc.
- 3.1.25 Certificate of Incorporation of Mcclatchy Newspapers, Inc.
- 3.1.26 Certificate of Incorporation of Mcclatchy U.s.a., Inc.
- 3.1.27 Certificate of Incorporation of Miami Herald Media Company
- 3.1.28 Articles of Incorporation of Newsprint Ventures, Inc.
- 3.1.29 Articles of Incorporation of Nittany Printing and Publishing Company
- 3.1.30 Articles of Incorporation of Nor-tex Publishing, Inc.
- 3.1.31 Certificate of Formation of Olympian Publishing, LLC
- 3.1.32 Articles of Incorporation of Olympic-cascade Publishing, Inc.
- 3.1.33 Certificate of Incorporation of Pacific Northwest Publishing Company, Inc.
- 3.1.34 Articles of Incorporation of Quad County Publishing, Inc.
- 3.1.35 Certificate of Formation of San Luis Obispo Tribune, LLC
- 3.1.36 Certificate of Incorporation of Star-telegram, Inc.
- 3.1.37 Articles of Incorporation of Tacoma News, Inc.
- 3.1.38 Articles of Incorporation of the Bradenton Herald, Inc.
- 3.1.39 Certificate of Incorporation of the Charlotte Observer Publishing Company
- 3.1.40 Articles of Incorporation of the News and Observer Publishing Company
- 3.1.41 Certificate of Incorporation of the State Media Company
- 3.1.42 Articles of Incorporation of the Sun Publishing Company, Inc.
- 3.1.43 Articles of Incorporation of Tribune Newsprint Company
- 3.1.44 Restated & Amended Articles of Incorporation Wichita Eagle & Beacon Publishing
- 3.1.45 Certificate of Incorporation of Wingate Paper Company
- 3.2.2 Bylaws of Aboard Publishing, Inc.
- 3.2.3 Bylaws of Anchorage Daily News, Inc
- 3.2.4 Limited Liability Company Agreement of Bellingham Herald Publishing, LLC
- 3.2.5 Amended and Restated Bylaws of Belton Publishing Company, Inc.
- 3.2.6 Bylaws of Biscayne Bay Publishing, Inc.
- 3.2.7 Amended and Restated Bylaws of Cass County Publishing Company
- 3.2.8 Bylaws of Columbus Ledger-enquirer, Inc.
- 3.2.9 Amended and Restated Bylaws of Cypress Media, Inc.
- 3.2.10 Limited Liability Company Agreement of Cypress Media, LLC
- 3.2.11 Bylaws of East Coast Newspapers, Inc.
- 3.2.12 Bylaws of Gulf Publishing Company, Inc.
- 3.2.13 Amended and Restated Bylaws of HLB Newspapers, Inc.
- 3.2.14 Limited Liability Company Agreement of Idaho Statesman Publishing, LLC
- 3.2.15 Bylaws of Keltatim Publishing Company, Inc.
- 3.2.16 Bylaws of Keynoter Publishing Company, Inc.
- 3.2.17 Bylaws of Lee's Summit Journal, Incorporated
- 3.2.18 Amended and Restated Bylaws of Lexington H-L Services, Inc.
- 3.2.19 Bylaws of Macon Telegraph Publishing Company
- 3.2.20 Amended and Restated Bylaws of Mail Advertising Corporation
- 3.2.21 Limited Liability Company Operating Agreement of Mcclatchy Interactive LLC
- 3.2.22 Bylaws of Mcclatchy Interactive West
- 3.2.23 Bylaws of Mcclatchy Investment Company
- 3.2.24 Bylaws of Mcclatchy Management Services, Inc.
- 3.2.25 Bylaws of Mcclatchy Newspapers, Inc.
- 3.2.26 Bylaws of Mcclatchy U.s.a., Inc.
- 3.2.27 Bylaws of Miami Herald Media Company
- 3.2.28 Bylaws of Newsprint Ventures, Inc.
- 3.2.29 Bylaws of Nittany Printing and Publishing Company
- 3.2.30 Bylaws of Nor-tex Publishing, Inc.
- 3.2.31 Limited Liability Company Agreement of Olympian Publishing, LLC
- 3.2.32 Bylaws of Olympic-cascade Publishing, Inc.
- 3.2.33 Bylaws of Pacific Northwest Publishing Company, Inc.
- 3.2.34 Bylaws of Quad County Publishing, Inc.
- 3.2.35 Operating Agreement of San Luis Obispo Tribune, LLC
- 3.2.36 Bylaws of Star-telegram, Inc.
- 3.2.37 Bylaws of Tacoma News, Inc.
- 3.2.38 Bylaws of the Bradenton Herald, Inc.
- 3.2.39 Bylaws of the Charlotte Observer Publishing Company
- 3.2.40 Bylaws of the News and Observer Publishing Company
- 3.2.41 Amended and Restated Bylaws of the State Media Company
- 3.2.42 Bylaws of the Sun Publishing Company, Inc.
- 3.2.43 Bylaws of Tribune Newsprint Company
- 3.2.44 Bylaws of Wichita Eagle and Beacon Publishing Company, Inc.
- 3.2.45 Bylaws of Wingate Paper Company
- 5.1 Opinion of Wilson Sonsini Goodrich & Rosati
- 10.1 Security Agreement, Dated As of February 11, 2010
- 10.4 First Lien Intercreditor Agreement, Dated As of February 11, 2010
- 12.1 Statement of Computation of Ratio of Earnings to Fixed Charges
- 23.1 Consent of Deloitte & Touche LLP
- 25.1 Form T-1 Statement of Eligibility
- 99.1 Form of Letter of Transmittal
- 99.2 Form of Notice of Guaranteed Delivery
- 99.3 Form of Letter to Clients
- 99.4 Form of LTR to Brokers, Dealers, Commercial Banks, Trust Cos. and Other Nominees
- 99.5 Guideline for Certification of Taxpayer Id No. on Substitute Irs Form W-9
- 20 Jul 10 Registration of securities issued in business combination transactions (amended)
- 10 Jun 10 Registration of securities issued in business combination transactions (amended)
- 9 Jun 10 Registration of securities issued in business combination transactions (amended)
- 4 Jun 10 Registration of securities issued in business combination transactions
Exhibit 3.1.43
ARTICLES OF INCORPORATION
OF
TRIBUNE NEWSPRINT COMPANY
The undersigned natural persons of the age of twenty-one (21) years or more, acting as incorporators under the provisions of the Utah Business Corporation Act (hereinafter referred to as the “Act”) adopt the following articles of incorporation:
ARTICLE I
The name of this corporation is Tribune Newsprint Company.
ARTICLE II
The duration of this corporation is to be perpetual.
ARTICLE III
The purposes for which this corporation is organized are as follows:
To engage in the business of manufacturing and/or processing of newsprint and to invest in or enter into agreements, joint ventures, partnerships or other business arrangements with other corporations, partnerships or other business entities as the Board of Directors of this corporation deems appropriate in furtherance of such purposes, and to raise capital as needed in that regard;
and;
Any other lawful act or activity for which corporations may be organized under the Utah Business Corporation Act.
The foregoing clauses shall be construed both as purposes and powers, and shall not be held to limit or restrict in any manner the general powers of this corporation, and the enjoyment and the exercise thereof, conferred by the laws of the State of Utah now in force or hereafter enacted.
ARTICLE IV
The corporation will not commence business until consideration of the value of $1,000 has been received as consideration for the issuance of shares.
ARTICLE V
Section 1. The aggregate number of shares which this corporation shall have authority to issue is 10,000 shares of Common Stock without par value.
Section 2. No holder of shares of any class of capital stock of the Corporation, whether now or hereafter authorized, shall be entitled, as such, as a matter of right, to subscribe for or purchase any part of any new or additional issue of capital stock of the Corporation of any class whatsoever, or of securities convertible into or exchangeable for capital stock of the Corporation of any class whatsoever, whether now or hereafter authorized, or whether issued for cash, property, or services.
Section 3. Shares of Common Stock may be issued by the Corporation from time to time, and for such consideration, not less than the par value thereof, and for such purposes as may be fixed by resolution of the Board of Directors. The Common Stock shall have the exclusive voting rights for the election of directors and for all other purposes, each holder of Common Stock being entitled to one vote for each share thereof held by such holder. At all elections of directors, cumulative voting shall not be allowed.
ARTICLE VI
The address of the initial registered office of the corporation is 143 South Main Street, Salt Lake City, Utah 84111. The name of the initial registered agent of this corporation at that address is Dominic Welch.
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ARTICLE VII
The initial Board of Directors shall consist of three (3) members. The names and addresses of the persons who are to serve as directors until the first annual meeting of stockholders or until their successors be elected and qualify are as follows:
J. W. Gallivan | 143 S. Main St. Salt Lake City, Utah 84111 | |
Paul J. O’Brien | 143 S. Main St. Salt Lake City, Utah 84111 | |
Dominic Welch | 143 S. Main St. Salt Lake City, Utah 84111 |
ARTICLE VIII
The names and addresses of the incorporators of this corporation are as follows:
J. W. Gallivan | 143 S. Main St. Salt Lake City, Utah 84111 | |
Paul J. O’Brien | 143 S. Main St. Salt Lake City, Utah 84111 | |
Dominic Welch | 143 S. Main St. Salt Lake City, Utah 84111 |
IN WITNESS WHEREOF, the undersigned, being the incorporators of this corporation, execute these articles of incorporation and certify to the truth of the facts herein stated, this 21st day of November, 1984.
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/s/ J.W. Gallivan |
J. W. Gallivan |
/s/ Paul J. O’Brien |
Paul J. O’Brien |
/s/ Dominic Welch |
Dominic Welch |
STATE OF UTAH | ) | |||
: | ||||
COUNTY OF SALT LAKE | ) |
I, Kris Markowski , a Notary Public, certify that on the 21st day of November, 1984, personally appeared before me J.W. Gallivan, Paul J. O’Brien and Dominic Welch who being first by me duly sworn, declared that they are the persons who signed the foregoing document as incorporators and that the statements therein contained are true.
IN WITNESS WHEREOF, I have hereunto set my hand and seal this 21st day of November, 1984.
/s/ Kris Markowski |
NOTARY PUBLIC |
Residing at Salt Lake City, Utah |
My commission Expires:
8/22/87
(SEAL)
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