Exhibit 3.23
STATE of DELAWARE
CERTIFICATE of LIMITED PARTNERSHIP
of
ALPHA SHALE RESOURCES, LP
The undersigned, desiring to form a limited partnership pursuant to the Delaware Revised Uniform Limited Partnership Act, 6 Delaware Code, Chapter 17, does hereby certify as follows:
FIRST: The name of the limited partnership (hereinafter called the “limited partnership”) is:
Alpha Shale Resources, LP
SECOND: The address of the registered office and the name and the address of the registered agent of the limited partnership in the State of Delaware are:
The Corporation Trust Company
Corporation Trust Center
1209 Orange Street
Wilmington, DE 19801
New Castle County
THIRD: The name and the address of the sole general partner is as follows:
Alpha Shale Holdings, LLC
171 Hillpointe Drive, Suite 301,
Canonsburg, Pennsylvania 15317
IN WITNESS WHEREOF, the undersigned has executed this Certificate of Limited Partnership as of this 3rd day of February, 2010.
| GENERAL PARTNER: | ||
| ALPHA SHALE HOLDINGS, LLC | ||
| By: | /s/ Toby Z. Rice | |
| Toby Z. Rice, President and CEO | ||
CERTIFICATE OF AMENDMENT
TO
CERTIFICATE OF LIMITED PARTNERSHIP
OF
ALPHA SHALE RESOURCES, LP
It is hereby certified that:
FIRST: The name of the limited partnership (hereinafter called the “partnership”) is:
ALPHA SHALE RESOURCES, LP
SECOND: Pursuant to the provisions of Section 17-202, Title 6, Delaware Code, the amendment to the Certificate of Limited partnership effected by this Certificate of Amendment is to change the address of the registered office of the partnership in the State of Delaware to 2711 Centerville Road, Suite 400, Wilmington, Delaware 19808, and to change the name of the registered agent of the partnership in the State of Delaware at the said address to Corporation Service Company.
The undersigned, a general partner of the partnership, executes this Certificate of Amendment on February 12, 2010
/s/ Vaughn R. Groves |
| Name: Vaughn R. Groves |
Capacity: Authorized Person on behalf of Alpha Shale Holdings, LLC |
General Partner |
STATE OF DELAWARE
CERTIFICATE OF AMENDMENT CHANGING ONLY THE
REGISTERED OFFICE OR REGISTERED AGENT OF A
LIMITED PARTNERSHIP
Alpha Shale Resources, LP
The limited partnership organized and existing under the Limited Partnership Act of the State of Delaware, hereby certifies as follows:
FIRST: Then name of the Limited Partnership is Alpha Shale Resources, LP
SECOND: The Registered Office of the Limited Partnership in the State of Delaware is changed to 16192 Coastal Highway, Lewes, Delaware 19958, County of Sussex. The name of the Registered Agent at such address upon whom process against this Limited Partnership may be served is Harvard Business Services, Inc.
| By: /s/ Daniel Rice |
| Authorized Person of |
| Alpha Shale Holdings, LLC |
| General Partner |
STATE OF DELAWARE
CERTIFICATE OF AMENDMENT CHANGING ONLY THE
REGISTERED OFFICE OR REGISTERED AGENT OF A
LIMITED PARTNERSHIP
The limited partnership organized and existing under the Limited Partnership Act of the State of Delaware, hereby certifies as follows:
1. The name of the limited partnership is ALPHA SHALE RESOURCES, LP.
2. The Registered Office of the limited partnership in the State of Delaware is changed to 2711 Centerville Road, Suite 400 (street), in the City of Wilmington, Zip Code 19808. The name of the Registered Agent at such address upon whom process against this limited partnership may be served is Corporation Service Company.
| By: | Alpha Shale Holdings, LLC | |
| General Partner | ||
| Name: | /s/ Teresa Darnell | |
| Teresa Darnell, Authorized Person | ||