EX-3.1 2 d441280dex31.htm EX-3.1 EX-3.1

Exhibit 3.1

3887789

ARTICLES OF INCORPORATION

 

 

OF

 

OP BANCORP

  FILED
   

Secretary of State

State of California

 

MAR 21 2016

  ARTICLE I  

The name of this corporation is OP Bancorp.

ARTICLE II

The purpose of this corporation is to engage in any lawful act or activity for which a corporation may be organized under the General Corporation Law of California other than the banking business, the trust company business or the practice of a profession permitted to be incorporated by the California Corporations Code.

ARTICLE III

The name and address in the State of California of this corporation’s initial agent for service of process is:

Min J. Kim

1000 Wilshire Boulevard, Suite 500

Los Angeles, CA 90017

ARTICLE IV

The corporation’s initial street and mailing address is:

1000 Wilshire Boulevard, Suite 500

Los Angeles, CA 90017

ARTICLE V

a.    The total number of shares of stock that the corporation shall have authority to issue is 60,000,000 shares, which shall be divided into two classes as follows: (a) 50,000,000 shares of Common Stock, and (b) 10,000,000 shares of Preferred Stock (hereinafter “Preferred Shares”).

b.    The Preferred Shares may be issued from time to time in one or more series. The Board of Directors is authorized to fix the number of shares of any series of Preferred Shares and to determine the designation of any such series. The Board of Directors is also authorized to determine or alter the rights, preferences, privileges, and restrictions granted to or imposed upon any wholly unissued series of Preferred Shares and, within the limits and restrictions stated in any resolution or resolutions of the Board of Directors originally fixing the number of shares constituting any series, to increase or decrease (but not below the number of shares of such series then outstanding) the number of shares of any such series subsequent to the issue of shares of that series.


3887789

 

ARTICLE VI

(a)    The liability of directors of the corporation for monetary damages shall be eliminated to the fullest extent permissible under California law.

(b)    This corporation is authorized to provide indemnification of agents (as defined in Section 317 of the California Corporations Code) for breach of duty to the corporation and its shareholders through bylaw provisions or through agreements with the agents, or both, in excess of the indemnification otherwise permitted by Section 317 of the California Corporations Code, subject only to the limitations on excess indemnifications set forth in Section 204 of the California Corporations Code with respect to actions for breach of duty to the corporation and its shareholders.

(c)    Any repeal or modification of this Article, or the adoption of any provision of the Articles of Incorporation inconsistent with this Article, shall only be prospective and shall not adversely affect any rights under this Article in effect at the time of the alleged occurrence of any act or omission to act giving rise to liability.

Date:    March 21, 2016

 

/s/ Nancy L. Wright

Nancy L. Wright

Incorporator

 

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