Exhibit 3.13
No.21576 Filed on the 25th day of July 1994 at 2:42 P.M.
File Number 5789-787-2
(STATE OF ILLINOIS LOGO)
OFFICE OF THE SECRETARY OF STATE
WHEREAS, ARTICLES OF INCORPORATION OF TITAN INVESTMENT CORPORATION INCORPORATED
UNDER THE LAWS OF THE STATE OF ILLINOIS HAVE BEEN FILED IN THE OFFICE OF THE
SECRETARY OF STATE AS PROVIDED BY THE BUSINESS CORPORATION ACT OF ILLINOIS, IN
FORCE JULY 1, A.D. 1984.
Now Therefore, I, George H. Ryan, Secretary of State of the State of Illinois,
by virtue of the powers vested in me by law, do hereby issue this certificate
and attach hereto a copy of the Application of the aforesaid corporation.
In Testimony Whereof, I hereto set my hand and cause to be affixed the
Great Seal of the State of Illinois, at the City of Springfield, this 13TH day
of JULY A.D. 1994 and of the Independence of the United States the two hundred
and 19TH.
(SEAL)
/s/ George H. Ryan
----------------------------------------
SECRETARY OF STATE
C-259
Form BCA-2.10 ARTICLES OF INCORPORATION
(STAMP)
(Rev. Jan. 1991) SUBMIT IN DUPLICATE!
George H. Ryan
Secretary of State This space for use by
Department of Business Services Secretary of State
Springfield, IL 62756 Date 7-13-94
Telephone (217) 782-6961
Franchise Tax $ 25
Payment must be made by Filing Fee $ 75
certified check, ----
cashier's check, Illinois Approved: 100
attorney's check,
Illinois C.P.A's check or
money order, payable to
"Secretary of State."
1. CORPORATE NAME: TITAN INVESTMENT CORPORATION
(The corporate name must contain the word "corporation", "company,"
"incorporated," "limited" or an abbreviation thereof.)
2. Initial Registered Agent: Maurice M. Taylor, Jr.
First Name Middle Initial Last name
Initial Registered Office: 2701 Spruce Street
Number Street Suite #
Quincy 62301 Adams
City Zip Code County
Purpose or purposes for which the corporation is organized:
(If not sufficient space to cover this point, add one or more sheets of
this size.)
To engage in the transaction of any or all lawful business for which
corporations may be incorporated under the Business Corporation Act of
1983, as amended.
4. Paragraph 1: Authorized Shares, Issued Shares and Consideration Received:
Number
Par Value of Shares Number of Shares Consideration to be
Class per Share Authorized Proposed to be Issued Received Therefor
- ------ -------------- ---------- --------------------- -------------------
Common $ No Par Value 1,000,000 1,000 $10,000.00
Paragraph 2: The preferences, qualifications, limitations, restrictions and
special or relative rights in respect of the shares of each class are:
(If not sufficient space to cover this point, add one or more sheets of
this size)
(STAMP)
(over)
5789-787-2
5. OPTIONAL: (a) Number of directors constituting the initial board of
directors of the corporation: ______________
(b) Names and addresses of the persons who are to serve as
directors until the first annual meeting of shareholders or
until their successors are elected and qualify:
Name Residential Address
---- -------------------
___________________________________________________________
___________________________________________________________
___________________________________________________________
___________________________________________________________
6. OPTIONAL: (a) It is estimated that the value of
all property to be owned by the
corporation for the following year
wherever located will be: $_____________________
(b) It is estimated that the value of
the property to be located within
the State of Illinois during the
following year will be: $_____________________
(c) It is estimated that the gross
amount of business that will be
transacted by the corporation
during the following year will be: $_____________________
(d) It is estimated that the gross
amount of business that will be
transacted from places of business
in the State of Illinois during
the following year will be: $_____________________
7. OPTIONAL: OTHER PROVISIONS
Attach a separate sheet of this size for any other provision to
be included in the Articles of Incorporation, e.g., authorizing
preemptive rights, denying cumulative voting, regulating
internal affairs, voting majority requirements, fixing a
duration other than perpetual, etc.
8. NAME(S) & ADDRESS(ES) OF INCORPORATOR(S)
The undersigned incorporator(s) hereby declare(s), under penalties of
perjury, that the statements made in the foregoing Articles of Incorporation are
true.
Dated July 12, 1994
SIGNATURE AND NAME ADDRESS
------------------ -------
1. /s/ William M. McCleery, Jr. 1. 525 Jersey Street, P.O. Box 1069
---------------------------------- Street
Signature
William M. McCleery, Jr. Quincy IL 62301
(Type or Print Name) City/Town State Zip Code
2. 2.
---------------------------------- -------------------------------------
Signature Street
---------------------------------- -------------------------------------
(Type or Print Name) City/Town State Zip Code
3. 3.
---------------------------------- -------------------------------------
Signature Street
---------------------------------- -------------------------------------
(Type or Print Name) City/Town State Zip Code
(Signatures must be in ink on original document. Carbon copy, photocopy or
rubber stamp signatures may only be used on conformed copies.)
NOTE: IF a corporation acts as incorporator, the name of the corporation and the
state of incorporation shall be shown and the execution shall be by its
President or Vice President and verified by him, and attested by its Secretary
or Assistant Secretary.
FEE SCHEDULE
- - The initial franchise tax is assessed at the rate of 15/100 of 1 percent
($1.50 per $1,000) on the paid-in capital represented in this state, with a
minimum of $25.
- - The filing fee is $75.
- - The MINIMUM TOTAL DUE (franchise tax + filing fee) is $100.
(Applies when the Consideration to be Received as set forth in Item 4 does
not exceed $16,667}
The Department of Business Services in Springfield will provide assistance
in calculating the total fees if necessary.
Illinois Secretary of State Springfield, IL 62756
Department of Business Service Telephone (217) 782-9522
782-9523
C-162-13
No. 22369 Filed on the 16th day of August 1994 at 11:31 A. M.
Form BCA-1.15 STATEMENT OF CORRECTION File # 5789-787-2
(Rev. Jan, 1991)
George H. Ryan SUBMIT IN DUPLICATE
Secretary of State
Department of Business Services This space for use by
Springfield, IL 62756 Secretary of state
Telephone (217) 785-2237 (STAMP) Date 8/09/94
Franchise Tax $1,475.00
Remit payment in check or money Filing Fee $ 25.00
order, payable to Secretary Interest $ 29.50
of State." ---------
Approved $1,529.50
(STAMP)
1. CORPORATE NAME: TITAN INVESTMENT CORPORATION
2. STATE OR COUNTRY OF INCORPORATION: Illinois
3 Title of document to be corrected: Articles of Incorporation
4. Date erroneous document was filed by Secretary of State: July 13, 1994
5. Inaccuracy, error or defect:
(Briefly identify the error and explain how it occurred. Use reverse side
or add one or more sheets of this size if necessary.)
The Consideration to be Received for the shares to be issued was stated to
be $10,000.00 when, in fact, the Consideration to be Received is
$1,000,000.00
6. Corrected portion(s) of the document in corrected form:
(If there is no sufficient space cover this point, use reverse side or add
one or more sheets of this size.)
4. Authorized Shares, Issued Shares and Consideration Received:
Number of
Par Value Number of Shares Shares Proposed Consideration to be
Class Per Share Authorized to be Issued Received Therefor
- ------ ------------ ---------------- --------------- --------------------
Common No Par Value 1,000,000 1,000 $1,000,000.00
7. The undersigned corporation has caused this statement to be signed by its
duly authorized officers, each of whom affirms, under penalties of perjury,
that the facts stated herein are true.
Dated August 9, 1994 TITAN INVESTMENT CORPORATION
(Exact Name of Corporation)
attested by /s/ Richard A. Colleta by /s/ Maurice M. Taylor, Jr.
------------------------------ ---------------------------------
(Signature of Secretary or (Signature of President or Vice
Assistant Secretary President)
Richard A. Colletta, Maurice M. Taylor, Jr.,
Secretary President
(Type or Print Name and Title) (Type or Print Name and Title)
C 199 4