EXHIBIT 3.11
8107 668
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(Line for Numbering)
723963
COMMONWEALTH OF PENNSYLVANIA
DEPARTMENT OF STATE
CORPORATION BUREAU
In compliance with the requirements of section 204 of the Business
Corporation Law, act of May 5, 1933 (P.L. 364) (15 P.S. (S)1204) the
undersigned, desiring to be incorporated as a business corporation, hereby
certifies (certify) that:
1. The name of the corporation is:
CHIPPEWA FARMS CORPORATION
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2. The location and post office address of the initial registered office of
the corporation in this Commonwealth is:
Second Street Pike,
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(NUMBER) (STREET)
Penns Park Pennsylvania 18943
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(CITY) (ZIP CODE)
3. The corporation is incorporated under the Business Corporation Law of the
Commonwealth of Pennsylvania for the following purpose or purposes:
To own and lease agricultural land, to raise feed grains and other crops and
also livestock and any other agricultural animals and to engage in and do any
lawful act concerning any lawful business for which corporations may be
incorporated under the said Pennsylvania Business Corporation Law, as amended.
4. The term for which the corporation is to exist is: Perpetual
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5. The aggregate number of shares which the corporation shall have authority
to issue is:
1,000 shares of common stock having no par value and having a stated value
applicable thereto of $1.00 per share.
6. The name(s) and post office address(es) of each incorporator(s) and the
numbers and class of shares subscribed by such incorporation (is) (are)
NAME ADDRESS NUMBER AND CLASS OF SHARES
Better Materials Corporation 1,000
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Second Street Pike
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Penns Park, Pa. 18943
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IN TESTIMONY WHEREOF, the incorporator(s) has (have) signed and sealed
these Articles of Incorporation this 9th day of January, 1981.
Attest: /s/ (SEAL) Better Materials Corporation (SEAL)
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(SEAL) By: /s/ (SEAL)
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Vice President
INSTRUCTIONS FOR COMPLETION OF FORM:
A. For general instructions relating to the incorporation of business
corporations see 19 Pa. Code Ch. 35 (relating to business corporations
generally). These instructions relate to such matters as corporate name,
stated purposes, term of existence, authorized share structure and related
authority of the board of directors, inclusion of names of first directors
in the Articles of Incorporation, optional provisions on cumulative voting
for election of directors, etc.
B. One of more corporations or natural persons of full age may incorporate a
business corporation.
C. Optional provisions required or authorized by law may be added as
paragraphs 7, 8, 9 . . . etc.
D. The following shall accompany this form:
(1) Three copies of Form DSCB:BCL-206 (Registry Statement Domestic or
Foreign Business Corporation).
(2) Any necessary copies of Form DSCB:17.2 (Consent to Appropriation of
Name) or Form DSCB:17.3 (Consent to Use of Similar Name).
(3) Any necessary governmental approvals.
E. BCL (S) 205 (15 Pa. (S) 1205) requires that the incorporators shall
advertise their intention to file or the corporation shall advertise the
filing of articles of incorporation. Proofs of publication of such
advertising should not be delivered to the Department, but should be filed
with the minutes of the corporation.
2
Commonwealth of Pennsylvania
Department of State
CERTIFICATE OF INCORPORATION
Office of the Secretary of the Commonwealth
To All to Whom These Presents Shall Come, Greeting:
Whereas, under the provisions of the Law of the Commonwealth, the Secretary
of the Commonwealth is authorized and required to issue a "Certificate of
Incorporation" evidencing the incorporation of an entity.
Whereas, the stipulations and conditions of the Law have been fully
complied with by
CHIPPEWA FARMS CORPORATION
Therefore, know ye, that subject to the Constitution of this Commonwealth,
and under the authority of the Laws thereof, I do by these presents, which I
have caused to be sealed with the Great Seal of the Commonwealth, declare and
certify the creation, erection and incorporation of the above in deed and in law
by the name chosen hereinbefore specified.
Such corporation shall have and enjoy and shall be subject to all the
powers, duties, requirements and restrictions, specified and enjoined in and by
the applicable laws of this Commonwealth.
Given under my Hand and the Great Seal of the Commonwealth, at the City of
Harrisburg, this 16th day of January, in the year of our Lord one thousand nine
hundred and eighty-one and of the Commonwealth the two hundred fifth.
/s/ William R. Davis
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Secretary of the Commonwealth