Shimmick Construction Company, Inc. - FORM S-1/A - EX-3.1 - ARTICLES OF INCORPORATION - December 7, 2015

Attached files

file filename
EX-4.1 - FORM OF STOCK CERTIFICATE. - Shimmick Construction Company, Inc.fs12015a3ex4i_shimmick.htm
EX-1.1 - UNDERWRITING AGREEMENT - Shimmick Construction Company, Inc.fs12015a3ex1i_shimmick.htm
EX-3.4 - FORM OF AMENDED AND RESTATED BYLAWS - Shimmick Construction Company, Inc.fs12015a3ex3iv_shimmick.htm
EX-21.1 - SUBSIDIARIES OF THE REGISTRANT - Shimmick Construction Company, Inc.fs12015a3ex21i_shimmick.htm
EX-3.2 - FORM OF AMENDED AND RESTATED ARTICLES OF INCORPORATION - Shimmick Construction Company, Inc.fs12015a3ex3ii_shimmick.htm
EX-99.1 - CONSENT OF WILLIAM BARTON - Shimmick Construction Company, Inc.fs12015a3ex99i_shimmick.htm
EX-10.1 - 2014 SHORT TERM INCENTIVE PLAN - Shimmick Construction Company, Inc.fs12015a3ex10i_shimmick.htm
EX-23.1 - CONSENT OF MOSS ADAMS LLP - Shimmick Construction Company, Inc.fs12015a3ex23i_shimmick.htm
EX-3.2 - BYLAWS OF SHIMMICK CONSTRUCTION COMPANY, INC., - Shimmick Construction Company, Inc.fs12015a3ex3iii_shimmick.htm
EX-99.2 - CONSENT OF SALVATORE MANCINI - Shimmick Construction Company, Inc.fs12015a3ex99ii_shimmick.htm
EX-23.2 - CONSENT OF BURR PILGER MAYER, INC - Shimmick Construction Company, Inc.fs12015a3ex23ii_shimmick.htm
EX-10.6 - FORM OF EMPLOYMENT AGREEMENT BETWEEN SHIMMICK CONSTRUCTION COMPANY, INC. AND PAUL CAMAUR. - Shimmick Construction Company, Inc.fs12015a3ex10vi_shimmick.htm
EX-99.4 - CONSENT OF RODERICK WILLIAMS - Shimmick Construction Company, Inc.fs12015a3ex99iv_shimmick.htm
EX-10.2 - INCENTIVE PLAN - Shimmick Construction Company, Inc.fs12015a3ex10ii_shimmick.htm
EX-99.3 - CONSENT OF ROBERT MCKENZIE - Shimmick Construction Company, Inc.fs12015a3ex99iii_shimmick.htm
EX-10.7 - FORM OF EMPLOYMENT AGREEMENT BETWEEN SHIMMICK CONSTRUCTION COMPANY, INC. AND JEFFREY LESSMAN. - Shimmick Construction Company, Inc.fs12015a3ex10vii_shimmick.htm
S-1/A - Shimmick Construction Company, Inc.fs12015a3_shimmick.htm
EX-10.5 - FORM OF EMPLOYMENT AGREEMENT BETWEEN SHIMMICK CONSTRUCTION COMPANY, INC. AND PAUL COCOTIS - Shimmick Construction Company, Inc.fs12015a3ex10v_shimmick.htm

Exhibit 3.1

 

  

 

ARTICLES OF INCORPORATION 

OF

SHIMMICK CONSTRUCTION COMPANY, INC.

 

I

 

The name of this corporation is Shimmick Construction Company, Inc.

 

 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.

 

III

 

The name and address in the State of California of this corporation’s initial agent for service of process is Ronald H. Kahn, Esq., 300 Montgomery Street, Suite 1030, San Francisco, California 94104.

 

IV

 

This corporation is authorized to issue only one class of shares of stock; and the total number of shares which this corporation is authorized to issue is one hundred thousand (100,000). The par value is one dollar ($1.00) per share.

 

DATED: January 2, 1990
  Ronald H. Kahn,
  Incorporator

 

I declare that I am the person who executed the above instrument and that the instrument is my deed and act.

 

DATED: January 2, 1990
  Ronald H. Kahn

  

 

 
 

 

 

CERTIFICATE OF AMENDMENT OF 

ARTICLES OF INCORPORATION

 

 

 

  The undersigned certify that:

 

1.           They are the president and secretary, respectively, of Shimmick Construction Company, Inc., a California corporation.

 

2.           Article IV of the Articles of Incorporation of this corporation is amended to read as follows:

 

The corporation is authorized to issue only one class of shares of stock, and the total number of shares that the corporation is authorized to issue is one million (1,000,000). The par value is thirty dollars ($30.00) per share.

 

3.           The foregoing amendment of Articles of Incorporation has been duly approved by the Board of Directors.

 

4.           The foregoing amendment of Articles of Incorporation has been duly approved by the required vote of shareholders in accordance with § 902, California Corporations Code. The total number of outstanding shares of the corporation is 89,462. The number of shares voting in favor of the amendment equaled or exceeded the vote required. The percentage vote required was more than 50%.

 

We further declare under penalty of perjury under the laws of the State of California that the matters set forth in this certificate are true and correct to our own knowledge.

  

Dated this 30th day of September, 2009.

 

   
  Paul A. Cocotis, President
   
 
  Scott A. Fairgrieve, Secretary