Attached files
| file | filename |
|---|---|
| EX-10.3 - EX-10.3 - ASHLAND LLC | d265419dex103.htm |
| EX-10.2 - EX-10.2 - ASHLAND LLC | d265419dex102.htm |
| EX-10.1 - EX-10.1 - ASHLAND LLC | d265419dex101.htm |
| EX-3.2 - EX-3.2 - ASHLAND LLC | d265419dex32.htm |
| 8-K - 8-K - ASHLAND LLC | d265419d8k.htm |
Exhibit 3.1
ARTICLES OF ORGANIZATION
OF
ASHLAND LLC
The undersigned, acting as the organizer, hereby forms a limited liability company under the laws of the Commonwealth of Kentucky, namely the Kentucky Limited Liability Company Act, Kentucky Revised Statutes Chapter 275 (the “Act”).
ARTICLE I
NAME
The name of this limited liability company is Ashland LLC (the “Company”).
ARTICLE II
REGISTERED OFFICE AND AGENT
The Company’s initial registered agent is C T Corporation System, and the initial registered office of the Company is located at 306 West Main Street – Suite 512, in the City of Frankfort, County of Franklin, KY 40601.
ARTICLE III
PRINCIPAL ADDRESS
The mailing address of the initial principal office of the Company is 50 E. RiverCenter Blvd., Covington, KY 41011.
ARTICLE IV
MANAGEMENT
The management of the Company is reserved to its members, to be exercised in accordance with the Operating Agreement of the Company.
ARTICLE V
STATEMENT OF CONVERSION
The Company was formed by conversion from a corporation to a limited liability company in accordance with the Kentucky Limited Liability Act, KRS 275.376.
ARTICLE VI
FORMER NAME
The Company was formerly known as Ashland Inc.
ARTICLE VII
VOTING INFORMATION
The following table shows (1) the designation, number of outstanding shares, and number of votes to be cast by each voting group entitled to vote separately on the plan of conversion and (2) the total number of undisputed votes cast for the plan by unanimous written consent:
| Designation |
Number of Outstanding Shares |
Number of Votes Entitled to be Cast |
Number of Votes Represented by Unanimous Written Consent |
|||||||||
| Common Stock |
1,000 | 1,000 | 1,000 | |||||||||
ARTICLE VIII
EFFECTIVE TIME
These Articles of Organization shall be effective as of September 21, 2016, 12:01 a.m., Eastern Daylight Time.
IN WITNESS WHEREOF, the undersigned has executed these Articles of Organization on this 20th day of September, 2016.
| /s/ Michael S. Roe Name: Michael S. Roe |
| Title: ORGANIZER |
STATEMENT OF CONSENT
Pursuant to KRS 275, the undersigned, as the initial registered agent in the Articles of Organization of ASHLAND LLC (the “Company”) effective as of September 21, 2016, 12:01 a.m. Eastern Daylight Time and filed with the Secretary of State of the Commonwealth of Kentucky on September 20, 2016, hereby consents to serve the Company in that capacity until such time as such appointment is terminated in accordance with the Kentucky Limited Liability Company Act.
| C T Corporation System
| ||
| By: | /s/ Kristen Bolden | |
| Name: Kristen Bolden | ||
| Title: Assistant Secretary | ||