Exhibit 3.63
OWENS-CORNING SWISS, INC.
Amendment of Certificate of Incorporation
The undersigned, the sole incorporator of Owens-Corning Swiss, Inc. (the “Corporation”), a Delaware corporation, hereby takes the following action as permitted by Section 241 of the General Corporation Law of the State of Delaware (the “Law”):
The Certificate of Incorporation of the Corporation is amended by changing the Article thereof numbered “FIRST” so that, as amended, said Article shall read as follows:
FIRST: The name of the Corporation is Palmetto Products, Inc.
The undersigned hereby certifies that the Corporation has not received any payment for any of its stock and that the foregoing amendment has been duly adopted in accordance with the provisions of Section 241 of the Law.
IN WITNESS WHEREOF, I have hereunto set my hand, this 10th day of June, 1987.
| Jacquelyn A. Mitchell |
Dated: June 10, 1987
CERTIFICATE OF INCORPORATION
OF
OWENS-CORNING SWISS, INC.
FIRST: The name of the Corporation is Owens-Corning Swiss, Inc.
SECOND: The Corporation’s registered office in the State of Delaware is at Corporation Trust Center, 1209 Orange Street in the City of Wilmington, County of New Castle. The name of its registered agent at such address is The Corporation Trust Company.
THIRD: The nature of the business of the Corporation and its purpose is to engage in any lawful act or activity for which corporations may be organized under the General Corporation Law of the State of Delaware.
FOURTH: The total number of shares of stock which the Corporation shall have authority to issue is 1,000 shares of Common Stock, par value $.01 per share.
FIFTH: The name and mailing address of the incorporator is as follows:
Jacquelyn A. Mitchell
c/o Debevoise & Plimpton
875 Third Avenue
New York, New York 10022
SIXTH: The following provisions are inserted for the management of the business and for the conduct of the affairs of the Corporation and for the purpose of creating, defining, limiting and regulating the powers of the Corporation and its directors and stockholders:
(a) The number of directors of the Corporation shall be fixed and may be altered from time to time in the manner provided in the By-Laws, and vacancies in the Board of Directors and newly created directorships resulting from any increase in the authorized number of directors may be filled, and directors may be removed, as provided in the By-Laws.
(b) The election of directors may be conducted in any manner approved by the stockholders at the time when the election is held and need not be by ballot.
(c) All corporate powers and authority of the Corporation (except as at the time otherwise provided by law, by this Certificate of Incorporation or by the By-Laws) shall be vested in and exercised by the Board of Directors.
(d) The Board of Directors shall have the power without the assent or vote of the stockholders to adopt, amend, alter or repeal the By-Laws of the Corporation, except to the extent that the By-Laws or this Certificate of Incorporation otherwise provide.
SEVENTH: The Corporation reserves the right to amend or repeal any provision contained in this Certificate of Incorporation in the manner now or hereafter prescribed by the laws of the State of Delaware, and all rights herein conferred upon stockholders or directors are granted subject to this reservation.
IN WITNESS WHEREOF, I, the undersigned, being the incorporator hereinabove named, for the purpose of forming a corporation pursuant to the General Corporation Law of the State of Delaware, do make and file this Certificate, hereby declaring and certifying that the facts herein stated are true, and accordingly have hereunto set my hand, this 22nd day of August, 1986.
| Jacquelyn A. Mitchell |
Incorporator |