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State of
DELAWARE
Office of SECRETARY OF STATE
I, Glenn C. Kenton, Secretary of State of the State of Delaware,
do hereby certify that the attached is a true and correct copy of
Certificate of __
In corporation
filed in this office on
February 14, 1975
Form 130
DATE-
August 26, 1982
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CERTIFICATE OF INCORPORATION OF
KERR-MeGEE REFINING CORPORATION *****
1. The name of the corporation is u KERR-McGEE REFINING CORPORATION
2. The address of its registered office in the. State of Delaware is No. 100 West Tenth Street, in the City of Wilmington, County of New Castle. The name of its regis tered agent at such address is The Corporation Trust Company.
3. The nature of the business or purposes to he conducted or promoted is to engage in any lawful act or activity for which corporations may he organized under the General Corporation Law of Delawar.e.
4. The total number of shares of stock which the corporation shall have authority to issue is one thousand (1,000) and the par value of each of such shares is One Dollar ($1.00) amounting in the aggregate to One Thousand Dollars
($i;ooo.oo).
5. The name and mailing address of each incornorator is as follows:
NAME B. A. Pennington W. J. Reif R. F. Andrews
MAILING ADDRESS 100 West Tenth Street
Wilmington, Delaware I98OI
100 West Tenth Street
Wilmington, Delaware I98OI
100 West Tenth Street
Wilmington, Delaware 198OI
6. The corporation is to have perpetual existence.
7. In furtherance and not in limitation of the
powers conferred by statute, the board of directors is expressly authorized to make, alter or repeal the by-laws of the corporation.
8. Meetings of stockholders may be held within
or without the State of Delaware, as the by-laws may pro vide. The books of the corporation may be kept (subject to any provision contained in the statutes) outside the State of Delaware at such place or places as may be designa ted from time to time by the board of directors or in the by-laws of the corporation. Elections of directors need not be by written ballot unless the by-laws of the corpora tion shall so provide.
9. The corporation reserves the right to amend, ,
alter, change or repeal any provision contained in this
certificate of incorporation, in the manner now or here
after prescribed by statute, and all rights conferred upon
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State of Delaware, do make this certificate, hereby declar ing and certifying that this is our act and deed and the facts herein stated are true, and accordingly have hereunto set our hands this l4th day of February, 1975-
_______B. A. Pennington
W. J. Reif
R. F. Andrews