EX-3.1 2 chk010408_certofelim.htm CERTIFICATE OF ELIMINATION

Exhibit 3.1

 

CERTIFICATE OF ELIMINATION

Chesapeake Energy Corporation (the “Corporation”), a corporation organized and existing under the Oklahoma General Corporation Act,

DOES HEREBY CERTIFY:

FIRST: That the Corporation has acquired 48 shares of its 6.25% Mandatory Convertible Preferred Stock, par value $.01 per share (the “Acquired Shares”).

SECOND: That the Board of Directors of the Corporation has adopted resolutions retiring the Acquired Shares.

THIRD: That the Certificate of Designation for the 6.25% Mandatory Convertible Preferred Stock (the “Certificate of Designation”) prohibits the reissuance of shares when so retired and, pursuant to the provisions of Section 1078 of the Oklahoma General Corporation Act, upon the date of the filing of this Certificate of Elimination, the Certificate of Designation shall be amended so as to reduce the number of authorized shares of the 6.25% Mandatory Convertible Preferred Stock by 48 shares, being the total number of the Acquired Shares retired by the Board of Directors. Accordingly, the number of authorized but undesignated shares of preferred stock of the Company shall be increased by 48 shares. The retired Acquired Shares have a par value of $.01 per share and an aggregate par value of $0.48.

IN WITNESS WHEREOF, the Corporation has caused this Certificate to be executed by its Treasurer, Senior Vice President and Corporate Secretary, and attested to by its Assistant Secretary, this 3rd day of January, 2008.

CHESAPEAKE ENERGY CORPORATION

 

 

 

 

 

By: 


/s/ Jennifer M. Grigsby

 

 

 

Jennifer M. Grigsby

 

 

 

Treasurer, Senior Vice President and

 

 

 

Corporate Secretary

 

 

ATTEST:

 

 

 

 

 

 

 


/s/ Anita L. Brodrick

 

 

 

Anita L. Brodrick

 

 

 

 

Assistant Secretary