Guo Wengui / Miles Guo — bankruptcy case · EXHIBIT · ECF #1604-19

## **Exhibit 19**

Delaware

## The First State

*I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF INCORPORATION OF "GTV MEDIA GROUP INC.", FILED IN THIS OFFICE ON THE SEVENTEENTH DAY OF APRIL, A.D. 2020, AT 11:30 O`CLOCK A.M.*


You may verify this certificate online at corp.delaware.gov/authver.shtml

7938205 8100 Authentication: 204240710 SR# 20223351887 Date: 08-24-22

State of Delaware Secretary of State Division of Corporations Delivered 11:30 AM 04/17/2020 FILED 11:30 AM 04/17/2020 SR 20202910247 - File Number 7938205

## CERTIFICATE OF INCORPORATION

OF

## GTV MEDIA GROUP INC.

Under Section 102 of the General Corporation Law of the State of Delaware

1. The name of the Corporation is GTV Media Group Inc.

2. The address of the Corporation's registered office in the State of Delaware

is 3411 Silverside Road, Tatnall Building #104, in the City of Wilmington, County of New Castle 19810. The name of the registered agent at such address is Corporate Creations Network Inc.

3. The purposes of the Corporation are to engage in any lawful act or

activities for which corporations may be organized under the General Corporation Law of the State of Delaware.

4. The total number of shares of all classes of stock which the Corporation shall have authority to issue is 4,000,000,000 shares of the par value of \$0.001 each, all of which shall be common stock.

5. The name and mailing address of the sole incorporator are Max Krasner, 162 East 64th Street, New York, NY 10065.

6. In furtherance and not in limitation of the powers conferred by statute, the Board of Directors is expressly authorized to adopt, amend or repeal the by-laws of the Corporation.

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7. Election of directors need not be by written ballot unless the by-laws of the Corporation shall so provide.

8. The Corporation reserves the right to amend, alter, change or repeal any provision contained in this Certificate of Incorporation, in the manner now or hereafter prescribed by statute, and all rights conferred upon stockholders herein are granted subject to this reservation.

9. Delaware (or any statute succeeding such law), as such law now exists or may hereafter be amended, no director of the Corporation shall be personally liable to the Corporation or its stockholders for monetary damages for any breach of fiduciary duty as a director occurring during the time this Paragraph 9 is in effect.

THE UNDERSIGNED, being the sole incorporator for the purpose of forming a Corporation pursuant to the General Corporation Law of the State of Delaware, does make this certificate, hereby declaring and certifying that this is his act and deed and the facts herein are true and, accordingly, has hereunto set his hand this 17th day of April, 2020.

> /s/Max Krasner Max Krasner, Sole Incorporator