EXHIBIT 3.7
ARTICLES OF INCORPORATION
OF
BOWEN SUPPLY, INC.
I.
The name of the corporation is "BOWEN SUPPLY, INC."
II.
The corporation shall have perpetual duration.
III.
The corporation is a corporation for profit and is organized for the
general purposes of distributing various tools, equipment and supplies used in
the mobile home manufacturing industry and engaging in any lawful business or
activities relating thereto.
IV.
The corporation shall have authority, acting by its Board of Directors, to
issue not more than 3,000,000 shares of common stock having a par value of $1.00
per share.
V.
The corporation shall not commence business until it shall have received at
least $500 in payment for the issuance of shares of its stock.
VI.
The holders of shares of the corporation's stock shall not have any
preemptive rights to acquire any unissued shares of its stock.
VII.
The registered office shall be located at 3330 Peachtree Road, N.E.,
Atlanta, Georgia 30326. The initial registered agent of the corporation shall be
Harold P. Bowen.
VIII.
The initial Board of Directors shall consist of three members, who shall
be:
Harold P. Bowen
3330 Peachtree Road, N.E.,
Atlanta, Georgia 30326
John Groom
P.0. Box 1008
Americus, Georgia
Anne P. Bowen
3330 Peachtree Road, N.E.,
Atlanta, Georgia 30326
IX.
The name and address of the incorporator is:
Michael J. Egan
3100 First National Bank Tower
Atlanta, Georgia 30303
X.
In accordance with, but not in limitation of, the general powers conferred
by law, the corporation shall have the power to make distributions to its
shareholders out of its capital surplus; to purchase its own shares out of the
unreserved and unrestricted capital surplus available therefore; and to carry
out any lawful business.
IN WITNESS WHEREOF, the undersigned incorporator has executed these
Articles of Incorporation.
/s/ Michael J. Egan
-----------------------------------------------
Michael J. Egan
ARTICLES OF AMENDMENT
---------------------
Prior to the issuance of any shares of
BOWEN SUPPLY, INC.
A corporation organized and existing under the laws of the state of Georgia, the
incorporator of said corporation on November 6, 1972, adopted the following
amendment to the Articles of Incorporation of said corporation.
Article IV of the Articles of Incorporation is hereby deleted in its
entirety and the following inserted Article IV is adopted:
The corporation shall have authority, acting by its Board of Directors, to
issue not more than 3,000,000 shares of common stock having a par value of $0.10
per share.
IN WITNESS WHEREOF, the incorporator has executed these Articles of
Amendment and has affixed his hand and seal, this 20th day of November, 1972.
/s/ Michael J. Egan
-----------------------------------------------
Michael J. Egan
Incorporator
ARTICLES OF AMENDMENT
TO THE ARTICLES OF INCORPORATION OF
BOWEN SUPPLY, INC.
1.
The name of the corporation whose Articles of Incorporation are hereby
amended is BOWEN SUPPLY, INC.
2.
The Articles of Incorporation are hereby amended as follows:
(1) By deleting Item III in its entirety and inserting in lieu thereof the
following:
ARTICLE III
The purpose for which the corporation is organized is for
profit and to maintain, operate, and conduct a lawful corporate
business with full powers granted by the laws of the State of
Georgia, and generally to manufacture or otherwise produce,
purchase, prepare, and sell and distribute all types and kinds of
tools, equipment, and supplies used in the mobile home
manufacturing industry;
to buy, lease, acquire, and own all necessary vehicles,
appliances and fixtures necessary or convenient for the carrying
out of said business;
to purchase, acquire, own, sell, lease and control real
estate necessary for the transaction of the business;
to buy, sell, trade, and deal in stocks, bonds, and
securities of every nature, and commodities of every nature, and
contracts for the future delivery of commodities of every nature,
on
margin or otherwise; and in conjunction therewith, to borrow money and to
pledge any and all stocks, bonds, securities, commodities, and contracts
for the future delivery thereof;
to do any and all acts and things necessary, convenient, expedient,
ancilliary to, or in aid of the accomplishment of any legal business
purpose.
3.
The date of the adoption of the amendment by the shareholders was November
12, 1984.
4.
The shareholder vote requires to adopt the amendment is 315,000 shares. By
resolution dated the 1st day of November, 1984, a copy of which is hereto
attached, a special called meeting was held on November 12, 1984, at which
meeting the shareholders present represented 575,000 shares of common stock of
the corporation, representing the only class of stock issued by the corporation
and being 91.27% of the issued and outstanding stock in the corporation. The
vote in favor of the amendment was 550,000 shares with 25,000 shares abstaining.
IN WITNESS WHEREOF the officers of the corporation have hereunto executed
these Articles of Amendment and have affixed their hands and seals this 16th day
of November, 1984.
BOWEN SUPPLY, INC.
By: /s/ Harold P. Bowen
________________________________
President
ATTEST:
By: /s/ Mary R. Gillis
________________________________
Mary R. Gillis
Secretary