| FIRST. CERTIFICATE OF INCORPORATION OF ENSCO UNITED INCORPORATED State of Delaware Secretary of State Division of Corporations Delivered 02:16 PM 02/01/2011 FILED 02:05 PM 02/01/2011 SRV 110103689 - 4934583 FILE The name of the corporation is ENSCO United Incorporated. SECOND. The address of the corporation's registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street in the City of Wilmington, County of New Castle, Delaware, 19801. The registered agent in charge thereof is The Corporation Trust Company, Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware. THIRD. The purpose of the corporation 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. All such shares are to be Common Stock, par value of $0.01 per share, and are to be of one class. FIFTH. The name and mailing address of each person who is to serve as a director of the corporation until the first annual meeting of the stockholders or until their successors are elected and qualified are as follows: Name: David A. Armour Tom L. Rhoades Dean A. Kewish Mailing Address: 500 N. Akard Street, Suite 4300, Dallas TX 75201 500 N. Akard Street, Suite 4300, Dallas TX 75201 500 N. Akard Street, Suite 4300, Dallas TX 75201 SIXTH. Unless and except to the extent that the bylaws of the corporation shall so require, the election of directors of the corporation need not be by written ballot. SEVENTH. In furtherance and not in limitation of the powers conferred by the laws of the State of Delaware, the Board of Directors of the corporation Is expressly authorized to make, alter and repeal the bylaws of the corporation. EIGHTH. The corporation shall indemnify to the fullest extent authorized or permitted by law (as now or hereafter in effect) any person who was or is made, or is threatened to be made, a party or is otherwise involved in any action, suit or proceeding (whether civil or otherwise) by reason of the fact that he or she, or a person for whom he or" she is the legal representative, is or was a director or officer of the corporation or by reason of the fact that such person, at the request of the corporation, is or was serving any other corporation, partnership, joint venture, trust, employee benefit plan or other enterprise, in any capacity. The corporation shall also indemnify to the fullest extent authorized or permitted by law (as now or hereafter in effect) any person who is made, or is threatened to be made, a party or Is otherwise involved in any action, suit or proceeding (whether civil or otherwise) by reason of the fact that he or she, or DALDMS/691134.2 |