EX-99.T3A-7 5 a19-11484_2ex99dt3a7.htm EX-99.T3A-7

Exhibit T3A-7

 

CERTIFICATE OF INCORPORATION

 

OF

 

COLOMBIA PETROLEUM SERVICES CORP.

 

1.                            The name of the corporation is:

 

COLOMBIA PETROLEUM SERVICES CORP.

 

 

2.                            The address of its registered office in the State of Delaware is 100 West Tenth Street in the City of Wilmington, County of New Castle. The name of its registered agent at such address is The Corporation Trust Company.

 

3.                            The nature of the business or purposes to be conducted or promoted is to engage in any lawful act or activity for which corporations may be organized under the General Corporation Law of Delaware.

 

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 ($1,000.00).

 

5.                                The board of directors is authorized to make, alter or repeal the by-laws of the corporation. Election of directors need not be by ballot.

 

6.                                The name and mailing address of the incorporator is:

 

 

L. M. Custis

 

100 West Tenth Street

 

Wilmington, Delaware 19801

 

I, THE UNDERSIGNED, being the incorporator hereinbefore named, for the purpose of forming a corporation pursuant to the General Corporation Law of Delaware, do make this certificate, hereby declaring and certifying that this is my act and deed and the facts herein stated are true, and accordingly have hereunto set my hand this 4th day of October, 1983.

 

 

/s/ L. M. Custis

 

L. M. Custis

 

received for record

 

oct 4 1983

 

leo j. dugan, jr., Recorder

 

 

 

 

state of delaware

 

 

secretary of state

 

 

division of corporations

 

 

filed 10:00 am 01/29/1992

 

 

722029050 — 2018479

 

CERTIFICATE OF AMENDMENT

OF CERTIFICATE OF INCORPoration

OF COLOMBIA PETROLEUM SERVICEs CORP.

 

COLOMBIA PETROLEUM SERVICEs CORP., a corporation organised and existing under the General Corporation Law of the State of Delaware does hereby certify:

 

The amendment to the Corporation’s Certificate of Incorporation set forth in the following resolutions approved by the Corporation’s Board of Directors and stockholders was duly adopted in accordance with the provisions of section 242 of the General Corporation Law of the State of Delaware:

 

RESOLVED, that the Certificate of Incorporation of the corporation be amended by striking Article 3 in its entirety and replacing therefor:

 

3.      The nature of the business or purposes to be conducted or promoted is to engage in the supply of drilling equipment and corresponding tests; drilling of wells. In relation with such services, the company may render those of supply, maintenance of equipment, elements and tools. In addition and in relation with such services, the company may perform directly the activities necessary for the rendering of the principal service such as civil works, transportation of equipment and personnel, telecommunications, etc.

 

In Witness whereof, colombia petroleum services corp. has caused this certificate to be signed and attested by its duly authorised officers this 18th day of January, 1992.

 

 

colombia petroleum services corp.

 

 

 

/s/ James F. Farr

 

James F. Farr

 

President

 

ATTEST:

 

 

 

/s/ Sherrie L. Vondrak

 

Sherrie L. Vondrak

 

Asst. Secretary