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Exhibit 3.15.1
ARTICLES OF AMENDMENT
TO
ARTICLES OF INCORPORATION
OF
PHILIPPI DEVELOPMENT, INC.
I. The name of the corporation is PHILIPPI DEVELOPMENT, INC.
II. The Articles of Incorporation of PHILIPPI DEVELOPMENT, INC. are hereby
amended as follows:
A. Article I. of the Articles of Incorporation of PHILIPPI DEVELOPMENT,
INC., which currently states:
The undersigned agrees to become a corporation by the name of:
PHILIPPI DEVELOPMENT, INC.
is hereby amended to read as follows:
The undersigned agrees to become a corporation by the name of: ANKER
WEST VIRGINIA MINING COMPANY, INC.
B. Article IV. of the Articles of Incorporation of PHILIPPI
DEVELOPMENT, INC., which currently states:
The principal office of this corporation shall be at Route 12, Box
245, Morgantown, West Virginia 26505. The name and address of the
person to whom shall be sent notice or process served upon, or
service of which is accepted by, the Secretary of State, is Bruce
Sparks, Route 12, Box 245, Morgantown, West Virginia 26505.
is hereby amended to read as follows:
The principal office of this corporation shall be at 2708 Cranberry
Square, Morgantown, West Virginia 26505. The name and address of the
person to whom shall be sent notice or process served upon, or
service of which is accepted by, the Secretary of State, is Bruce
Sparks, 2708 Cranberry Square, Morgantown, West Virginia 26505.
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III. The foregoing amendment was adopted by the sole shareholder of the
corporation pursuant to an Agreement to Corporate Action dated as of July
31, 1997. The corporation has only one class of stock, the number of
shares of which are outstanding and entitled to vote on said amendment is
Five Hundred (500); the number of shares voted for said amendment was Five
Hundred (500), and the number voted against said amendment was zero (0).
DATED: July 31, 1997
PHILIPPI DEVELOPMENT, INC.
a West Virginia corporation
By: /s/ Gary D. McCauley
----------------------------
Name: Gary D. McCauley
Its: President
and
By: /s/ Michael M. Matesic
----------------------------
Name: Michael M. Matesic
Its: Secretary
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STATE OF WEST VIRGINIA,
COUNTY OF Barbour, To-Wit:
I, Willa Jo Baughman, a Notary Public, do hereby certify that on the 31st
day of July, 1997, personally appeared before me Gary D. McCauley, who, being by
me first duly sworn, declared that he is the President of PHILIPPI DEVELOPMENT,
INC., that he signed the foregoing document as President of the corporation, and
that the statements therein contained are true.
My commission expires: April 3, 2003
[SEAL] /s/ Willa Jo Baughman
----------------------------------
Notary Public
OFFICIAL SEAL
NOTARY PUBLIC
STATE OF WEST VIRGINIA
WILLA JO BAUGHMAN
1 N. Main Street
Philippi, West Virginia 26416
My Commission Expires Apr. 3, 2003
The foregoing Articles of Amendment were prepared by the firm of Spilman, Thomas
& Battle, 990 Elmer Prince Drive, Suite 205, P. O. Box 4474, Morgantown, West
Virginia, 26504-4474.
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ARTICLES OF INCORPORATION
OF
PHILIPPI DEVELOPMENT, INC.
I. The undersigned agrees to become a corporation by the name of:
PHILIPPI DEVELOPMENT, INC.
II. The existence of this corporation shall be perpetual.
III. The purposes for which this corporation is organized shall include the
transaction of any or all lawful business for which corporations may be
incorporated in the State of West Virginia.
IV. The principal office of this corporation shall be at Route 12, Box 245,
Morgantown, West Virginia 26505. The name and address of the person to
whom shall be sent notice or process served upon, or service of which is
accepted by, the Secretary of State, is Bruce Sparks, Route 12, Box 245,
Morgantown, West Virginia 26505.
V. The name and address of the sole incorporator is:
David B. Shapiro
P. O. Box 273
Charleston, WV 25321
VI. The initial Board of Directors of this corporation shall consist of the
following two persons:
Name Address
---- -------
John J. Faltis Route 12, Box 245
Morgantown, WV 26505
Bruce Sparks Route 12, Box 245
Morgantown, WV 26505
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The bylaws of this corporation, when adopted by the initial Board of
Directors, shall provide for a Board of Directors which may consist of any
number of persons provided for in said bylaws, or such number of persons
as may be determined from time to time by the shareholders.
VII. The amount of the total authorized capital stock of this corporation shall
be Five Thousand Dollars ($5,000.00), which shall be divided into 500
shares of the par value of Ten Dollars ($10.00) each, and which shall
constitute a single class of shares.
VIII. The shareholders of this corporation shall not have a preemptive right to
subscribe for, purchase, or take any part of any unissued or treasury
shares issued or to be issued or sold by this corporation, or any
securities of this corporation convertible into shares of this corporation
issued or to be issued by it, after its incorporation.
The undersigned, for the purpose of forming a corporation under the
laws of the State of West Virginia, does hereby make and file these
Articles of Incorporation, and has accordingly hereunto set his hand this
23rd day of May, 1990.
/s/ David B. Shapiro
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David B. Shapiro
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STATE OF WEST VIRGINIA,
COUNTY OF KANAWHA, to-wit:
I, /s/ Deborah L. Raines, a Notary Public in and for the County and State
aforesaid, hereby certify that David B. Shapiro, whose name is signed to the
foregoing Articles, bearing date on the 23rd day of May, 1990, this day
personally appeared before me in my said county and acknowledged his signature
to the same.
Given under my hand and official seal this 23rd day of May, 1990.
/s/ Deborah L. Raines
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Notary Public
My commission expires: April 19, 1993
[NOTARIAL SEAL]
OFFICIAL SEAL
NOTARY PUBLIC
STATE OF WEST VIRGINIA
DEBORAH L. RAINES
811 Quarrier Street
Charleston, West Virginia 25321
My Commission Expires April 19, 1993
The foregoing Articles of Incorporation were prepared by the law firm of
Spilman, Thomas, Battle & Klostermeyer, P. O. Box 273, Charleston, WV 25321.
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