<PAGE>

                                                                     EXHIBIT 3.5

         [MICHIGAN DEPARTMENT OF CONSUMER AND INDUSTRY SERVICES LOGO]

This is to Certify That

                           DOMINO'S PIZZA PMC, INC.

was validly incorporated on July 29, 1999, as a Michigan profit corporation, and
said corporation is validly in existence under the laws of this State.

This certificate is issued to attest to the fact that the corporation is in
good standing in this office as of this date and is duly authorized to transact
business or conduct affairs in Michigan and for no other purpose.  It is in the
usual form, made by me as the proper officer, and is entitled to have full faith
and credit given it in every court and office within the United States.


                                              In testimony whereof, I have
                                              hereunto set my hand and affixed
                                              the Seal of the Department, in the
                                              City of Lansing, this 23rd day of
                                              September, 1999

                                              /s/ Julia Croll, Director
 173  0451362                                 Corporation, Securities and
                                              Land Development Bureau

[GOLD SEAL APPEARS ONLY ON ORIGINAL]
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             MICHIGAN DEPARTMENT OF CONSUMER AND INDUSTRY SERVICES

                              FILING ENDORSEMENT


THIS IS TO CERTIFY THAT THE ARTICLES OF INCORPORATION -- PROFIT

                                      FOR

                           DOMINO'S PIZZA PMC, INC.

RECEIVED BY FACSIMILE TRANSMISSION ON JULY 29, 1999 IS HEREBY ENDORSED

FILED ON JULY 29, 1999 BY THE ADMINISTRATOR.

THE DOCUMENT IS A EFFECTIVE ON THE DATE FILED, UNLESS A
SUBSEQUENT EFFECTIVE DATE WITHIN 90 DAYS AFTER
RECEIVED DATE IS STATED IN THE DOCUMENT.


[STATE OF MICHIGAN SEAL]                  IN TESTIMONY WHEREOF, I HAVE HEREUNTO
                                          SET MY HAND AND AFFIXED THE SEAL OF
                                          THE DEPARTMENT, IN THE CITY OF
                                          LANSING, THIS 29TH DAY OF JULY, 1999

                                          /s/ Julia Croll, Director
                                          CORPORATION, SECURITIES AND LAND
                                          DEVELOPMENT BUREAU

SENT BY FACSIMILE TRANSMISSION 02102

<PAGE>


              MICHIGAN DEPARTMENT OF CONSUMER & INDUSTRY SERVICES
              CORPORATION, SECURITIES AND LAND DEVELOPMENT BUREAU
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  Date Received                   (FOR BUREAU USE ONLY)


                    This document is effective on the date filed, unless a
                    subsequent effective date within 90 days after received date
                    is stated in the document.
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Name
 PAUL R. FRANSWAY, PEAR SPEARLING EGGAN & MUSKOVITZ, P.C
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Address
 24 FRANK LLOYD WRIGHT DR.
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City                      State             Zip Code
ANN ARBOR                  MI                48105           EFFECTIVE DATE:
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   DOCUMENT WILL BE RETURNED TO THE NAME AND ADDRESS
     YOU ENTER ABOVE.  IF LEFT BLANK DOCUMENT WILL
          BE MAILED TO THE REGISTERED OFFICE.


                                                              ------------------



                           ARTICLES OF INCORPORATION
                    FOR USE BY DOMESTIC PROFIT CORPORATIONS
          (Please read information and instructions on the last page)

     Pursuant to the provisions of Act 284, Public Acts of 1972, the undersigned
corporation executes the following Articles:

ARTICLE I
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The name of the corporation is:

DOMINO'S PIZZA PMC, INC.
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ARTICLE II
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The purpose or purposes for which the corporation is formed is to engage in any
activity within the purposes for which corporations may be formed under the
Business Corporation Act of Michigan.




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ARTICLE III
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The total authorized shares:

1.  Common Shares     50,000
                     -------------------------------------------------------
    Preferred Shares
                     -------------------------------------------------------

2.  A statement of all or any of the relative rights, preferences and
    limitations of the shares of each class is as follows:




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ARTICLE IV
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1.  The address of the registered office is:

    30600 TELEGRAPH RD.              BINGHAM FARMS   ,   Michigan  48205
    ------------------------------------------------             -----------
    (Street Address)                   (City)                     (ZIP Code)

2.  The mailing address of the registered office, if different than above:
                                                    ,   Michigan
    ------------------------------------------------              ----------
    (Street Address)                   (City)                     (ZIP Code)

3.  The name of the resident agent at the registered office is:
    CT CORPORATION SYSTEM
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ARTICLE V
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The name(s) and address(es) of the incorporator(s) is (are) as follows:

   Name                              Residence or Business Address
PAUL R. FRANSWAY, PEER SPERLING
EGGAN & MUSKOVITZ, P.C.          24 FRANK LLOYD WRIGHT DR., ANN ARBOR, MI  48105
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ARTICLE VI (OPTIONAL. DELETE IF NOT APPLICABLE)
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When a compromise or arrangement or a plan of reorganization of this corporation
is proposed between this corporation and its creditor or any class of them or
between this corporation and its shareholders or any class of their, a court of
equity jurisdiction within the state, on application of this corporation or of a
creditor or shareholder thereof, or on application of a receiver appointed for
the corporation, may order a meeting of the creditors or class of creditors or
of the shareholders or class of shareholders to be affected by the proposed
compromise or arrangement or reorganization, to be summoned in such maner as the
court directs.  If a majority in number representing 3/4 in value of the
creditors or class or creditors, or of the shareholders or class of shareholders
to be affected by the proposed compromise or arrangement or a reorganization,
agree to a compromise or arrangement or a reorganization of this corporation as
a consequence of the compromise or arrangement, the compromise or arrangement
and the reorganization of this corporation as a consequence of the compromise or
arrangement, the compromise or arrangement and the reorganization, if sanctioned
by the court to which the application has been made, shall be binding on all the
creditors or class of creditors, or on all the shareholders or class of
shareholders and also on this corporation.
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ARTICLE VII (OPTIONAL. DELETE IF NOT APPLICABLE)
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Any action required or permitted by the Act to be taken at an annual or special
meeting of shareholders may be taken without a meeting, without prior notice,
and without a vote, if consents in writing, setting forth the action so taken,
are signed by the holders of outstanding shares having not less than the minimum
number of votes that would be necessary to authorize or take the action at a
meeting at which all shares entitled to vote on the action were present and
voted. The written consents shall bear the date of signature of each shareholder
who signs the consent.  No written consents shall be effective to take the
corporate action referred to unless, within 60 days after the record date for
determining shareholders entitled to express consent to or to dissent from a
proposal without a meeting, written consents dated not more than 10 days before
the record date and signed by a sufficient number of shareholders to take the
action are delivered to the corporation.  Delivery shall be to the corporation's
registered office, its principal place of business, or an officer or agent of
the corporation having custody of the minutes of the proceedings of its
shareholders.  Delivery made to a corporation's registered office shall be by
hand or by certified or registered mail, return receipt requested.

Prompt notice of the taking of the corporate action without a meeting by less
than unanimous written consent shall be given to shareholders who would have
been entitled to notice of the shareholder meeting if the action had been taken
at a meeting and who have not consented in writing.
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<PAGE>

Use space below for additional Articles or for continuation of previous
Articles.  Please identify any Article being continued or added.  Attach
additional pages if needed.

See attached pages.

























I, (We), the incorporator(s) sign my (our) name(s) this 29th day of July, 1999.

SIGNATURE ILLEGABLE
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<PAGE>


                            DOMINO'S PIZZA PMC, INC.
                            ARTICLES OF INCORPORATION



ARTICLE VIII
SECTION 8.1 Limitation of Liability. A Director of the Corporation shall not be
personally liable to the Corporation or its Shareholders for monetary damages
resulting from a breach of fiduciary duties imposed on the Director, except for
liability:

         (a)  resulting from breach of the Director's duty of loyalty to the
              Corporation or its Shareholders;

         (b)  resulting from any acts or omissions not in good faith or which
              involve intentional misconduct or knowing violations of law;

         (c)  resulting from a violation of Section 551(1) of the Michigan
              Business Corporation Act (the "Act"); or

         (d)  resulting from any transaction from which the Director derived an
              improper personal benefit.

In the event that the Michigan Business Corporation Act is hereafter amended to
authorize corporation action further eliminating or limiting personal liability
of directors, then the liability of the Directors of this Corporation shall be
eliminated or limited to the fullest extent permitted by the Michigan
Corporation Act so amended. Any repeal, modification or amendment of any
provision in these Articles of Incorporation inconsistent with this Article
shall not adversely affect any right or protection of a Director of the
Corporation existing at the time of such repeal, modification or amendment for
or with respect to any act or omission occurring prior to the time of such
repeal, modification or amendment.

ARTICLE IX

SECTION 9.1 Action by Third Party. Except to the extent limited by the Act, the
Corporation has the power to indemnify a person who was or is a party or is
threatened to be made a party to a threatened, pending or completed action, suit
or proceeding, whether civil, criminal, administrative or investigative and
whether formal or informal, other than an action by or in the right of the
Corporation, by reason of the fact that he or she is or was a director, officer,
employee or agent of the Corporation, or is or was serving at the request of the
Corporation as a director, officer, partner, trustee, employee or agent of
another foreign or domestic corporation, partnership, joint venture, trust or
other enterprise, whether profit or not, against expenses, including attorneys'
fees, judgments, penalties, fines and
<PAGE>

amounts paid in settlement actually and reasonably incurred by him or her in
connection with the action, suit or proceeding, if the person acted in good
faith and in a manner he or she reasonably believed to be in or not opposed to
the best interests of the Corporation or its stockholders, and with respect to a
criminal action or proceeding, if the person had no reasonable cause to believe
his or her conduct was unlawful. The termination of an action, suit, or
proceeding by judgment, order, settlement, conviction, or upon a plea of nolo
contendere or its equivalent, does not, of itself, create a presumption that the
person did not act in good faith and in a manner which he reasonably believed to
be in or not opposed to the best interests of the Corporation or its
stockholders, and, with respect to a criminal action or proceeding, had
reasonable cause to believe that his or her conduct was unlawful.

SECTION 9.2 Action by or in Right of Corporation. Except to the extent limited
by the Act, the Corporation has the power to indemnify a person who was or is a
party to or is threatened to be made a party to a threatened, pending or
completed action or suit by or in the right of the Corporation to procure a
judgment in its favor by reason of the fact that he or she is or was a director,
officer, employee or agent of the Corporation, or is or was serving at the
request of the Corporation as a director, officer, partner, trustee, employee,
or agent of another foreign or domestic corporation, partnership, joint venture,
trust, or other enterprise, whether for profit or not, against expenses,
including actual and reasonable attorneys' fees, and amount paid in settlement
incurred by the person in connection with the action or suit, if the person
acted in good faith and in a manner the person reasonably believed to be in or
not opposed to the best interests of the Corporation or its stockholders.
However, indemnification shall not be made for a claim, issue, or matter in
which the person has been found liable to the Corporation unless and only to the
extent that the court in which the action or suit was brought has determined
upon application that, despite the adjudication of liability, but in view of all
circumstances of the case, the person is fairly and reasonably entitled to
indemnification for the expenses which the court considers proper.

SECTION 9.3  Expense. Indemnification against expenses:


         (a)  To the extent that a director, officer, employee, or agent of the
              Corporation has been successful on the merits or otherwise in
              defense of an action, suit, or proceeding referred to above in
              Sections 9.1 or 9.2, or in defense of a claim, issue, or matter in
              the action, suit or proceeding, he or she shall be indemnified
              against expenses, including actual and reasonable attorneys' fees,
              incurred by him or her in connection with the action, suit, or
              proceeding and an action, suit or proceeding brought to enforce
              the mandatory indemnification provided in this Subsection.
<PAGE>

         (b)  An indemnification under Sections 9.1 and 9.2 above, unless
              ordered by a court, shall be made by the Corporation only as
              authorized in the specific case upon a determination that
              indemnification of the director, officer, employee or agent is
              proper in the circumstances because he or she has met the
              applicable standard of conduct set forth in Subsections 9.1 and
              9.2 above. This determination shall be made in any of the
              following ways:

                  (i)    By a majority vote of a quorum of the Board consisting
                         of directors who were not parties to the action, suit
                         or proceeding.

                  (ii)   If the quorum described in subdivision (i) is not
                         obtainable, then by a majority vote of a committee of
                         directors who are not parties to the action. The
                         committee shall consist of not less than two (2)
                         disinterested directors.

                  (iii)  By independent legal counsel in a written opinion.

                  (iv)   By the stockholders.

         (c)  If a person is entitled to indemnification under Section 9.1 or
              9.2 for a portion of expenses including attorneys' fees,
              judgments, penalties, fines, and amounts paid in settlement, but
              not for the total amount thereof, the Corporation may indemnify
              the person for the portion of the expenses, judgments, penalties,
              fines, or amounts paid in settlement for which the person is
              entitled to be indemnified.

SECTION 9.4 Payment in Advance. Expenses incurred in defending a civil or
criminal action, suit, or proceeding described in Sections 9.1 or 9.2 above may
be paid by the Corporation in advance of the final disposition of the action,
suit, or proceeding upon receipt of an undertaking by or on behalf of the
director, officer, employee, or agent to repay the expenses if it is ultimately
determined that the person is not entitled to be indemnified by the Corporation.
The undertaking shall be by unlimited general obligation of the person on whose
behalf advances are made but need not be secured.

SECTION 9.5  Nonexclusivity.

         (a)  The indemnification or advancement of expenses provided under
              Sections 9.1 to 9.4 is not exclusive of other rights to which a
              person seeking indemnification or advancement of expenses may be
              entitled under the Articles of Incorporation, Bylaws or a
              contractual
<PAGE>

              agreement. However, the total amount of expenses advanced or
              indemnified from all sources combined shall not exceed the amount
              of actual expenses incurred by the person seeking indemnification
              or advancement of expenses.

         (b)  The indemnification provided for in Sections 9.1 to 9.4 continues
              as to a person who ceases to be a director, officer, employee, or
              agent and shall inure to the benefit of the heirs, executors, and
              administrators of the person.

SECTION 9.6 Insurance. The Corporation shall have the power to purchase and
maintain insurance on behalf of any person who is or was a director, officer,
employee or agent of the Corporation, or is or was serving at the request of the
Corporation as a director, officer, employee or agent of another corporation,
partnership, joint venture, trust or other enterprise against any liability
asserted against him and incurred by him in any such capacity or arising out of
his status as such, whether or not the Corporation would have the power to
indemnify him against such liability under Sections 9.1 to 9.5.

SECTION 9.7 Constituent Corporations. For purposes of Sections 9.1 to 9.6 above,
"corporation" includes all constituent corporations absorbed in a consolidation
or merger and the resulting or surviving corporation, so that a person who is or
was a director, officer, employee, or agent of the constituent corporation or is
or was serving at the request of the constituent corporation as a director,
officer, partner, trustee, employee, or agent of another foreign or domestic
corporation, partnership, joint venture, trust, or other enterprise whether for
profit or not shall stand in the same position under the provisions of this
Subsection with respect to the resulting or surviving corporation as the person
would if he or she had served the resulting or surviving corporation in the same
capacity.

SECTION 9.8 Definitions. For the purposes of Sections 9.1 to 9.6 above, "other
enterprises" shall include employee benefit plans; "fines" shall include any
excise taxes assessed on a person with respect to an employee benefit plan; and
"serving at the request of the Corporation" shall include any service as a
director, officer, employee, or agent of the Corporation which imposes duties
on, or involves services by, the director, officer, employee, or agent with
respect to an employee benefit plan, its participants or beneficiaries; and a
person who acted in good faith and in a manner he or she reasonably believed to
be in the interest of the participants and beneficiaries of an employee benefit
plan shall be considered to have acted in a manner "not opposed to the best
interests of the Corporation or its stockholders" as referred to in Sections 9.1
and 9.2 above.