Articles of Partnership

ANSHELINE MAE A. BACUDIO 3RD YR. JD PML ARTICLES OF PARTNERSHIP of STRAWBERRY MILK SHAKE DIGITAL, LTD.

KNOW ALL MEN BY THESE PRESENTS: That we, the undersigned, all of legal age and residents of the Republic of thePhilippines have agreed to amend a limited partnership under the terms and conditionsherein set forth and subject to the provisions of existing laws of the Republic of thePhilippines. AND WE HEREBY CERTIFY: ARTICLE I. That the name of the partnership shall be: Strawberry Milk Shake Digital, Ltd. ARTICLE II. That the principal office of the Partnership shall be located at 1191 Arellano St., Singalong, City of Manila, Philippines. ARTICLE III. That the names, citizenship, residence and designation of thepartners of said partnership are as follows: Name

Citizenship

Residence

Designation

Strawberry A. Bacudio

Filipino

Manila

General Partner

Milk A. Santos

Filipino

Cavite

General Partner

Shake B. Cruz

Filipino

Quezon City

Limited Partner

ARTICLE IV. That the term for which said partnership is to exist is 30 years fromthe original recording of said partnership by the Securities and Exchange Commission. ARTICLE V. That the purpose for which said partnership is formed are asfollows: 1. To conduct business related to graphics design and layouting includingbusiness promotion and advertising; 2. To conduct photography and videography services for all occasions; and 3. To engage in business related to computer buying and selling as well ascomputer repair services. ARTICLE VI. That the capital of the partnership shall be six hundred thousand,Philippine Currency contributed in cash by the partners as follows: Name

Amount Contributed

Strawberry A. Bacudio

P 225, 000.00

Milk A. Santos

P 225, 000.00

Shake B. Cruz

P 150, 000.00

That no transfer will reduce the ownership of Filipinos citizens to less than therequired percentage of capital shall be recorded in the paper books of the partnership. ARTICLE VII. That the profits and losses shall be divided pro-rata among thepartners. ARTICLE VIII. That should there be any additional contribution made by a limitedpartner, such must be agreed upon by all the partners in writing and duly recorded atleast two (2) days after signing of same agreement. Such contribution shall amendArticle VI of the Articles of Partnership and in no case shall such amendment be doneless than one (1) year after the original recording of said partnership by the Securitiesand Exchange Commission.

ARTICLE IX. That the contribution of each limited partner may be returned tohim/ her three (3) years after the original recording of said partnership by the Securitiesand Exchange Commission. ARTICLE X. That the limited partner may be given the right to substitute anassignee as contributor in his place, provided that he has duly notified his partners inwriting, stating the reasons therefor, five (5) days before effectivity of said substitution.Provided further that such limited partner has already settled his obligations to thepartnership prior to the notification of substitution.

ARTICLE XI. That a partner may admit an additional limited partner, providedthat the other partners have been duly notified in writing five (5) days before effectivityof admission and duly concurred by all the partners in writing. ARTICLE XII. That the remaining general partner or partners shall have the rightto continue the business in cases of death, retirement, civil interdiction, insanity orinsolvency of a general partner. ARTICLE XIII. That the firm shall be under the management of Strawberry A. Bacudio, as General Manager and as such she shall be in charge of the management ofthe affairs of the partnership. ARTICLE XIV. That the partners willingly undertake to change the name of thepartnership immediately upon receipt of notice/ directive from the Securities andExchange Commission that another partnership, corporation, or person has beendeclare misleading, deceptive, confusingly similar to a registered name or contrary topublic morals, good customs or public policy. IN WITNESS WHEREOF, we have hereunto set our hands this 28th day of February, 2013at City of Manila, Phlippines. STRAWBERRY A. BACUDIO

MILK A. SANTOS

TIN:

TIN:

SHAKE B. CRUZ TIN:

ACKNOWLEDGEMENT

Republic of the Philippines

}

City of Cagayan de Oro } S. S.

BEFORE ME, a Notary Public, for and in Manila City, Philippines, this 28th day of February, 2013, personally came and personally appeared the followingpersons with their Community Tax Certificates as follows: Name

CTC #

Date / Place Issued

Strawberry A. Bacudio

City of Manila

Milk A. Santos

City of Manila

Shake B. Cruz

City of Manila

Known to me to be the same persons who executed the FORE GOING ARTICLES OF PARTNERSHIP, and they acknowledged to me that the same is theirvoluntary act and deed. WITNESS MY HAND AND SEAL on the date first above written.

VIRGINIA DE MILAGROSO NOTARY PUBLIC

DOC NO. PAGE NO. BOOK NO. Series of 2013