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Exhibit 3.23
ARTICLES OF INCORPORATION
OF
MELROSE COAL COMPANY, INC.
I. The undersigned agrees to become a corporation by the name of
MELROSE COAL COMPANY, 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 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 James A. Walls, Esquire,
2708 Cranberry Square, Morgantown, West Virginia 26505.
V. The name and address of the sole incorporator is:
B. Judd Hartman
300 Kanawha Boulevard, East
Charleston, WV 25301
VI. The number of directors constituting the initial Board of Directors of
this corporation is one, and the name and address of the person who shall
serve as the sole director until the first annual meeting of shareholders
or until his successor or successors are elected and qualified is:
Bruce Sparks
2708 Cranberry Square
Morgantown, WV 26505
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VII. 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.
VIII. The amount of the total authorized capital stock of this corporation shall
be One Thousand Dollars ($1,000), which shall be divided in to One Hundred
(100) shares of the par value of Ten Dollars ($10.00) each, and which
shall constitute a single class of shares. 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 26th day of
December, 1995.
/s/ B. Judd Hartman
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B. Judd Hartman
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STATE OF WEST VIRGINIA,
COUNTY OF KANAWHA, ss:
I, C.A. Baker, a Notary Public in and for the County and State
aforesaid, hereby certify that B. Judd Hartman, whose name is signed to the
foregoing Articles of Incorporation, bearing date on the 26th day of December,
1995, 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 26th day of December,
1995.
My commission expires: 12//23/97 .
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/s/ C.A. Baker
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Notary Public
(NOTARIAL SEAL)
OFFICIAL SEAL
NOTARY PUBLIC
STATE OF WEST VIRGINA
C.A. BAKER
P.O. Box 2214
Charleston, West Virginia 25328
My Commission Expires Dec. 23, 1997
The foregoing Articles of Incorporation were prepared by B. Judd Hartman,
Esquire, SPILMAN, THOMAS & BATTLE, 300 Kanawha Boulevard, East, Charleston, West
Virginia 25301.
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