Exhibits I - IV

0012-EX-AU-2001 Text Documents

Cingular Wireless LLC

2001-05-09ELS_46314

FCC Form 702 Exhibit I Page 1 of 1 DESCRIPTION OF PRO FORMA ASSIGNMENT Cingular Wireless LLC ("Cingular" or "Assignor") is a joint venture between SBC Communications, Inc. ("SBC") and BellSouth Corporation ("BellSouth"). Control of Cingular is equally held by SBC and BellSouth. BellSouth Mobility ("BSM" or "Assignee") is a limited liability corporation organized in the State of Georgia whose primary business is to provide telecommunications services. BSM is a wholly—owned subsidiary of Cingular. As part of an internal reorganization of Cingular, the parties to the application seek to assign the experimental license WB2XHJ held by Cingular to BSM. Control of the experimental license both before and after the assignment will ultimately rest with Cingular. Therefore, the subject assignment is pro forma in nature. Pursuant to Section 5.79 of the Commission‘s rules, BSM hereby seeks the Commission‘s consent for the pro forma assignment of the experimental license from Cingular to BSM.‘ Upon assignment, BSM will be solely responsible for constructing and operating under the experimental license. The Commission has previously held that it is in the public interest for Cingular to control and operate the experimental license." As the proposed assignment is pro forma in nature, Cingular will continue to have ultimate control of the experimental license and therefore the public interest will continue to be served by grant of the subject application. Accordingly, the parties respectfully request that the Commission approve the proposed transaction. 1 47 C.FR. § 5.79. * In the matter ofApplications of SBC Communications Inc. and BellSouth Corporation for Consent to Transfer Control or Assignment ofLicenses and Authorizations, WT Docket No 00—81, Memorandum Opinion and Order, DA 00—2223 (WTB rel. Sept. 29, 2000)

FCC Form 702 Exhibit II Page 1 of 1 CALL SIGN INFORMATION WB2XHJ 0044—EX—PL—2000 Various locations throughout the states of Alabama, Florida, Georgia, Indiana, Kentucky, Louisiana, Missippi, North Carolina, South Carolina, Tennessee and Texas 03/01/2002 Multiple XR

FCC Form 702 Exhibit II Page 1 of 1 FORM 602 BellSouth Mobility LLC, which is a wholly—owned subsidiary of Cingular Wireless LLC ("Cingular"), hereby incorporates by reference the FCC Form 602 for Cingular that is currently on file with the Commission. See Public Notice, "Wireless Telecommunications Bureau Answers to Frequently Asked Questions Concerning Reporting of Ownership Information on FCC Form 602," 14 FCC Red 8261 (1999).

FCC Form 702 Exhibit IV Page 1 of 1 CERTIFICATE OF FORMATION Applicant attaches a copy of the certificate of formation for BellSouth Mobility LLC as requested in question 17(b).

Secretal‘y of State CONTROL NUMBER : 0043452 a tluicel EFFECTIVE DATE : 09/30/2000 Corporations Division county ; eroretA 315 West Tower REFERENCE : 0048 #2 Martin Luther King, Jr. Dr. prouarpcoumron . darsole 0C Atlanta, Georgia 30334—1530 FORM NUMBER 1 357 KILPATRICK STOCKTON LLP TAMMY D. THOMAS 1100 PEACHTREE STREET, SUITE 2800 ATLANTA, GA 303094530 CERTIFICATE OF ORGANIZATION BY ELECTION I, Cathy Cox, the Secretary of State of the State of Georgia, do hereby certify under the seal of my office that BELLSOUTH MOBILITY LLC A GEORGIA LIMITED LIABILITY COMPANY has been duly organized under the laws of the State of Georgia on the effective date stated above by the filing of a certificate of election and articles of organization in the Office of the Secretary of State and by the paying of fees as provided by Title 14 of the Official Code of Georgia Annotated. WITNESS my hand and official seal in the City of Atlanta and the State of Georgia on the date set forth above. Cathy Cox Secretary of State

OFFICE OF SECRETARY OF STATE CORPORATIONS DIVISION 315 West Tower, #2 Martin Luther King, Jr. Drive WARREN RARY Atlanta, Georgia 30334—1530 Director (404) 656—2817 Registered agent, officer, entity status information via the internet QUINTILIS B. ROBINSON CATHY COX http://www.sos.state.ga.us/corporations Deputy Director Secretary of State TRANSMITTAL INFORMATION GEORGIA LIMITED LIABILITY COMPANY DO NOT WRITE IN SHADED AREA — SOS USE ONLY DOCKET # PENDING: # CONTROL # ‘DOCKET DATE AMOUNT: : (CHECKIL . =:~ copE : FILED RECEIVED ; RECEIPT# > _ : i’YPE cope ‘EXAMINER: ;| 0 ._.. ~JQRJSDICTI6N (coufimh‘éne NOTICE TO APPLICANT: PRINT PLAINLY OR TYPE REMAINOER OF THiS FORM LLC Name Reservation Number BELLSOUTH MOBILITY LLC LLC Name 2. RICHARD CICCHILLO, ESQ / KILPATRICK STOCKTON LLP 404—815—6500 Applicant/Attorney Telephone Number 1100 PEACHTREE STREET, SUITE 2800 Address ATLANTA GA 30309 City State Zip Code 3. 1100 PEACHTREE STREET, SUITE 1000 Principal Office Mailing Address ATLANTA GA 30309 City State Zip Code 4. JOAQUIN R. CARBONELL Name of Registered Agent in Georgia 1100 PEACHTREE STREET, SUITE 1000 Registered Office Street Address in Georgia ATLANTA FULTON GA 30309 City County State Zip Code 5. Name and Address of each organizer (Attach additional sheets if necessary) BELLSOUTH CELLULAR CORP. 1100 PEACHTREE ST ATLANTA GA 30309 Organizer Address City State Zip Code Organizer Address City State Zip Code Mail or deliver to the Secretary of State, at the above address, the following: 1) This transmittal form 2) Original and one copy of the Articles of Organization 3) Filing fee of $75.00 payable to Secretary of State. Filing fees are NON—refundable. %Ltutle V 00 ‘Authorized Sig%ure T24/co 1 ( Date Member, Manager, Organizer or Afftorney—in—fact (Circle one)

CERTIFICATE OF ELECTION OF BELLSOUTH MOBILITY INC This Certificate of Election of BELLSOUTH MOBILITY INC, a Georgia corporation (the "Company") is made pursuant to 0.C.G.A. §14—11—212, to elect to become a limited liability company under the Georgia Limited Liability Company Act. I. The name of the Company making the election is BELLSOUTH MOBILITY INC The Company hereby elects to become a limited liability company. The effective time and date of this election shall be upon the close of business on September 30, 2000. IV. The election has been approved through a Plan of Election adopted by the Board of Directors of the Company and approved by the Sole Shareholder of the Company. V. Filed with this Certificate of Election are Articles of Organization in the form required by 0.C.G.A. §14—11—204 and which set forth a name for the limited liability company that satisfies the requirements of 0.C.G.A. §14—11—207. Such Articles of Organization shall be the Articles of Organization of the limited liability company formed pursuant to this election unless and until modified in accordance with the Georgia Limited Liability Company Act.

ARTICLES OF ORGANIZATION OF BELLSOUTH MOBILITY LLC I. The name of the limited liability company is BellSouth Mobility LLC. II. The mailing address of the limited liability company‘s principal place of business shall be Suite 1000, 1100 Peachtree Street, N.E., Atlanta, Georgia 30309—4599. IiI. The name of the initial registered agent of the limited liability company is Joaquin R. Carbonell. The address of the initial registered agent is Suite 1000, 1100 Peachtree Street, N.E., Atlanta, Georgia 30309—4599. IV. These Articles of Organization shall become effective upon the close of business o ;{Q_ 2000. IN WITNESS WHEREOF, the undersigned has executed these Articles of Organization as of August 16, 2000 BELLSOUTH CELLULAR CORP., Soue MemBEeR : Joaquin R. Carbonell Title: Vice President

VI. The manner and basis for converting the shares of the Company into interests of the limited liability company is as follows: all of the shares of stock of the Company shall be converted into 100% of the membership interests in the limited liability company. IN WITNESS WHEREOF, the undersigned executed this Certificate of Election as of August 16, 2000. BELLSOUTH MOBILITY INC


Document Created: 2001-05-09 11:31:14
Document Modified: 2001-05-09 11:31:14
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