EXHIBIT 3.29
FILED
APR 22 1988
[/s/ ILLEGIBLE]
Secretary of State
CERTIFICATE OF INCORPORATION
OF
MWC ACQUISITION SUB, INC.
I, the undersigned, for the purpose of incorporating and organizing a
corporation under the General Corporation Law of the State of Delaware, do
hereby certify as follows:
FIRST: The name of the corporation (hereinafter called the
"Corporation") is MWC Acquisition Sub, Inc.
SECOND: The address of the Corporation's registered office in the State
of Delaware is Corporation Trust Center, 1209 Orange Street, City of Wilmington,
County or New Castle, The name of the Corporation's registered agent at such
address is The Corporation Trust Company.
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 common stock which the
Corporation shall have authority to issue is 1,000. All such shares shall have a
par value of $0.01 per share.
FIFTH: The name and mailing address of the sole incorporator is Charles
D. Glanville, Jones, Day, Reavis & Pogue, 901 Lakeside Avenue, Cleveland, Ohio
44114.
SIXTH: The names and mailing addresses of the persons who are to serve
as directors of the Corporation until
- 2 -
the first annual meeting of stockholders or until their successors are elected
and qualified are as follows:
NAME MAILING ADDRESS
---- ---------------
Joseph C. Overbeck 4000 Collins Road
Lansing, Michigan 48910
Richard W. Tuley 4000 Collins Road
Lansing, Michigan 48910
Dale R. Martin 4000 Collins Road
Lansing, Michigan 48910
SEVENTH: The board of directors of the Corporation shall have power to
make, alter or amend By-Laws of the Corporation.
EIGHTH: The Corporation reserves the right at any time and from time to
time to amend, alter, change or repeal any provision contained in this
Certificate of Incorporation, and other provisions authorized by the laws of the
State of Delaware at the time in force may be added or inserted, in the manner
now or hereafter prescribed by law; and all rights, preferences and privileges
of whatsoever nature conferred upon stockholders, directors or any other persons
whomsoever by and
- 3 -
pursuant to this Certificate of Incorporation in its present form or as
hereafter amended are granted subject to the right reserved in this Article.
IN WITNESS WHEREOF, I the undersigned, being the sole incorporator
hereinabove named, do hereby execute this Certificate of Incorporation this 21st
day of April 1988.
/s/ Charles D. Glanville
------------------------
Charles D. Glanville
STATE OF DELAWARE
SECRETARY OF STATE
DIVISION OF CORPORATIONS
FILED 01:00 PM 02/18/1998
981063088 - 2158574
CERTIFICATE OF AMENDMENT
TO THE
CERTIFICATE OF INCORPORATION
OF
MWC ACQUISITION SUB, INC.
MWC ACQUISITION SUB, INC., a corporation organized and existing under
the General Corporation Law of the State of Delaware (the "Corporation"), does
hereby certify as follows:
FIRST: The Corporation's Certificate of Incorporation was filed on
April 22, 1988, with the Secretary of State of the State of Delaware.
SECOND: The amendment to the Certificate of Incorporation set forth
herein was duly adopted in accordance with the provisions of Section 242 of the
General Corporation Law of the State of Delaware.
THIRD: ARTICLE FIRST of the Certificate of Incorporation is hereby
amended to read in its entirety as follows:
FIRST: The name of the Corporation is HL OHIO SUB, INC.
IN WITNESS WHEREOF, the Corporation has caused this Certificate of
Amendment to be signed in its name and on its behalf and attested on this
16th day of February, 1998 by duly authorized officers of the Corporation.
MWC ACQUISITION SUB, INC.
By: /s/ Daniel M. Sandberg
-----------------------------------
Name: Daniel M. Sandberg
Title: Vice President, General Counsel
& Secretary
ATTEST:
By: /s/ Patrick B. Carey
-----------------------
Name : Patrick B. Carey
Title: Assistant Secretary
CERTIFICATE OF AMENDMENT
TO THE
CERTIFICATE OF INCORPORATION
OF
HL OHIO SUB, INC.
HL OHIO SUB, INC., a corporation organized and existing under the
General Corporation Law of the State of Delaware (the "Corporation"), does
hereby certify as follows:
FIRST: The Corporation's Certificate of Incorporation was filed on
April 22, 1988, with the Secretary of the State of Delaware.
SECOND: The amendment to the Certificate of Incorporation set forth
herein was duly adopted in accordance with the provisions of Section 242 of the
General Corporation Law of the State of Delaware.
THIRD: ARTICLE FIRST of the Certificate of Incorporation is hereby
amended to read in its entirety as follows:
FIRST: The name of the corporation is HAYES LEMMERZ
INTERNATIONAL - HOMER, INC.
IN WITNESS WHEREOF, the Corporation has caused this Certificate of
Amendment to be signed in its name and on its behalf and attested on this 17th
day of June, 1999 by duly authorized officers of the Corporation.
HL OHIO SUB, INC.
By: /s/ William D. Shovers
-------------------------
Name: William D. Shovers
Title: Vice President
ATTEST:
By: /s/ Patrick B. Carey
--------------------------
Name : Patrick B. Carey
Title: Assistant Secretary
STATE OF DELAWARE
SECRETARY OF STATE
DIVISION OF CORPORATIONS
FILED 04:30 PM 06/18/1999
991248308 - 2158574