Exhibit 3.9
MAXIM [ILLEGIBLE] ZAZZARA
ATTORNEY AT LAW
8251 SECOND STREET
DOWNEY, CALIFORNIA 90241
TELEPHONE 861-9219
907071
ENDORSED
FILED
In the office of the Secretary of State
of the State of California
DEC 29 1978
MARCH FONG EU, Secretary of State
Kathleen P. Gutierrez
Deputy
ARTICLES OF INCORPORATION
of
CERTIFIED FABRICATORS, INC.
The undersigned, desiring to form a corporation under the Laws of the
State of California, declares:
FIRST: The name of this corporation is:
CERTIFIED FABRICATORS, INC.
SECOND: The purpose of the corporation is to engage in any lawful act or
activity for which a corporation may be organized under the General Corporation
Law of California other than the banking business, the trust company business or
the practice of a profession permitted to be incorporated by the California
Corporations Code.
THIRD: The name and address in this state of the corporation's initial
agent for service of process is:
Gary J. Buehler
2254 Clover Street
Tustin, California 92680
FOURTH: The corporation is authorized to issue 250 Shares of capital
stock, all of one class, to be designated 'common stock'.
FIFTH: All of the corporation's issued shares of all classes shall be held
of record by not more than eight (8) persons.
SIXTH: This corporation is a close corporation.
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MAXIM [ILLEGIBLE] ZAZZARA
ATTORNEY AT LAW
8251 SECOND STREET
DOWNEY, CALIFORNIA 90241
TELEPHONE 861-9219
IN WITNESS WHEREOF, the undersigned has executed these Articles of
Incorporation this 26 day of December, 1978.
/s/ Gary J. Buehler
----------------------------------------
Gary J. Buehler
I, Gary J. Buehler, hereby declare that I am the person who executed the
foregoing Articles of Incorporation of Certified Fabricators, Inc. and that said
Articles of Incorporation are my own act and deed.
Executed at Downey, California, this 26 day of December, 1978.
/s/ Gary J. Buehler
----------------------------------------
Gary J. Buehler
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[GRAPHIC OMITTED] State [GRAPHIC OMITTED]
of
California
OFFICE OF THE SECRETARY OF STATE
I, MARCH FONG EU, Secretary of State of the State of California, hereby
certify:
That the annexed transcript has been compared with the record on file in
this office, of which it purports to be a copy, and that same is full, true and
correct.
IN WITNESS WHEREOF, I execute
this certificate and affix the Great
Seal of the State of California this
DEC 6 - 1979
-------------------------------
[SEAL] /s/ March Fong Eu
Secretary of State
================================================================================
MAXIM [ILLEGIBLE] ZAZZARA
ATTORNEY AT LAW
8251 SECOND STREET
DOWNEY, CALIFORNIA 90241
TELEPHONE 861-9219
ENDORSED
FILED
In the office of the Secretary of State
of the State of California
NOV 30 1979
MARCH FONG EU, Secretary of State
By JAMES E. HARRIS
Deputy
CERTIFICATE OF AMENDMENT
of
ARTICLES OF INCORPORATION
GARY J. BUEHLER AND JOE H. IVY, JR. certify that:
1. They are the President and Secretary, respectively, of CERTIFIED FABRICATORS,
INC., a California Corporation.
2. Article FOURTH of the Articles of Incorporation of this corporation is
amended to read as follows:
FOURTH: The corporation is authorized to issue 25,000 Shares
of capital stock, all of one class, to be designated 'common
stock'.
3. The foregoing amendment of Articles of Incorporation has been duly approved
by the Board of Directors.
4. The foregoing amendment of Articles of Incorporation has been duly approved
by the required vote of shareholders in accordance with Section 902 of the
Corporations Code. The total number of shares outstanding of the corporation,
prior to
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MAXIM [ILLEGIBLE] ZAZZARA
ATTORNEY AT LAW
8251 SECOND STREET
DOWNEY, CALIFORNIA 90241
TELEPHONE 861-9219
this amendment, is 150 shares. The number of shares voting in favor of the
amendment is 150 shares, or 100% of the vote required.
/s/ Gary J. Buehler
----------------------------------------
Gary J. Buehler, President
/s/ Joe H. Ivy, Jr.
----------------------------------------
Joe H. Ivy, Jr.
The undersigned declare under penalty of perjury that the matters
set forth in the foregoing certificate are true of their own knowledge.
Executed at Fullerton, California on Nov. 26th, 1979.
/s/ Gary J. Buehler
----------------------------------------
Gary J. Buehler, President
/s/ Joe H. Ivy, Jr.
----------------------------------------
Joe H. Ivy, Jr.
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A448365
[GRAPHIC OMITTED] State
of
California
=================================== SECRETARY OF STATE'S OFFICE ================
CORPORATION DIVISION
I, TONY MILLER, Acting Secretary of State of the State of California,
hereby certify:
That the annexed transcript has been compared with the corporate record on
file in this office, of which it purports to be a copy, and that same is full,
true and correct.
IN WITNESS WHEREOF, I execute
this certificate and affix the Great
Seal of the State of California this
JUN 29 1994
------------------------------
[SEAL] /s/ Tony Miller
Acting Secretary of State
================================================================================
A448365
ENDORSED
FILED
In the office of the Secretary of State
of the State of California
JUN 20 1994
TONY MILLER, Acting Secretary of State
CERTIFICATE OF AMENDMENT
OF
ARTICLE OF INCORPORATION
OF
CERTIFIED FABRICATORS, INC.
ROBERT L. REAGAN and GARY J. BUEHLER certify that:
1. They are the Vice President and Secretary, respectively, of
CERTIFIED FABRICATORS, INC., a California corporation.
2. Articles Fifth and Sixth of the Articles of Incorporation of said
corporation shall be deleted in its entirety.
3. The foregoing amendment of the Articles of Incorporation has been
approved by all of the members of the Board of Directors.
4. The amendment has been duly approved by the required vote of the
shareholders in accordance with Section 902 of the California Corporations Code.
The corporation has only one class of shares. Each outstanding share is entitled
to one vote. The corporation has 9,305 shares outstanding and the total number
of shares entitled to vote with respect to the amendment was 9,305. The number
of shares voting in favor of the amendment exceeded the vote required, in that
the affirmative vote of a majority of the outstanding shares was required for
approval of the amendment and the amendment was approved by the affirmative vote
of 9,305 shares or 100 percent.
We further declare under penalty of perjury under the laws of the
State of California that the matters set forth in this Certificate are true and
correct of our own knowledge.
Executed at Buena Park, California, on June 12, 1992.
/s/ Robert L. Reagan
----------------------------------------
Robert L. Reagan, Vice President
/s/ Gary J. Buehler
----------------------------------------
Gary J. Buehler, Secretary