EXHIBIT 3.9
Certificate Number 8294
STATE OF ILLINOIS
OFFICE OF
THE SECRETARY OF STATE
[LOGO]
To all to whom these Presents Shall Come, Greeting:
WHEREAS, Articles of Incorporation duly signed and verified of PEE CEE
MANUFACTURING CO. INC. have been filed in the Office of the Secretary of State
on the 7th day of September A. D. 1935, as provided by "THE BUSINESS CORPORATION
ACT" of Illinois, in force July 13, A. D. 1933.
Now Therefore, I, EDWARD J. HUGHES, Secretary of State of the State of Illinois,
by virtue of the powers vested in me by law, do hereby issue this certificate of
incorporation, and attach thereto a copy of the Articles of Incorporation 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, Done
at the City of Springfield this 7th day of September
A. D. 1935 and of the Independence of the United
States the one hundred and 60th.
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SECRETARY OF STATE.
FORM B
BEFORE ATTEMPTING TO EXECUTE THESE BLANKS BE SURE TO READ CAREFULLY
THE INSTRUCTIONS ON THE BACK THEREOF
(THESE ARTICLES MUST BE FILED IN DUPLICATE)
STATE OF ILLINOIS,
COOK COUNTY }ss.
PAID
SEP 7 1935
I. F. $.50
F. T. $8.34
F. F. $20.00
To EDWARD J. HUGHES, Secretary of State:
We, the undersigned,
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Address
Name Number Street City State
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SAMUEL EISENSTEIN 1031 NORTH SHORE AVE CHICAGO ILLINOIS
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BERNARD EISENSTEIN 220 SOUTH HOYNE AVENUE " "
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BENJAMIN FRANKEL FAIRFIELD "
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being natural persons of the age of twenty-one years or more and subscribers to
the shares of the corporation to be organized pursuant hereto, for the purpose
of forming a corporation under "The Business Corporation Act" of the State of
Illinois, do hereby adopt the following Articles of Incorporation:
ARTICLE ONE
The name of the corporation is: PEE CEE MANUFACTURING CO. INC.________________
ARTICLE TWO
The address of its initial registered office in the State of Illinois is: Water
& Fourth Streets Street in the Town of Fairfield County of Wayne and the name of
its initial Registered Agent at said address is: Samuel Eisenstein
ARTICLE THREE
The duration of the corporation is: 99 years.
ARTICLE FOUR
The purpose or purposes for which the corporation is organized are: To conduct
and carry on the business of manufacturing, dealing in, selling and
distributing, automobile, motorcycle, aeroplane and motor boat parts, tools,
supplies, accessories; electrical parts, tools, supplies and accessories and to
conduct and carry on the business of manufacturing, dealing in, selling and
distributing, of screw machine parts, metal stampings, forgings, castings and
all other parts and articles manufactured Brom metal.
ARTICLE FIVE
PARAGRAPH 1: The aggregate number of shares which the corporation is authorized
to issue is 100 divided into one(1) class. The designation of each class, the
number of shares of each class, and the par value, if any, of the shares of each
class, or a statement that the shares of any class are without par value, are as
follows:
Class Series Number of Par value per share
COMMON (If any) Shares
100 $ 10.00
PARAGRAPH 2: The preferences, qualifications, limitations, restrictions and the
special or relative rights in respect of the shares of each class are:
ARTICLE SIX
The class and number of shares to be issued by the corporation before it shall
commence business and the consideration (expressed in dollars) to be received by
the corporation therefor, are
Consideration to be received
Class of shares Number of shares therefor,
COMMON 100 $1,000.00
$
$
$
$
$
ARTICLE SEVEN
The number of directors to be elected at the first meeting of the shareholders
is: Three(3)
ARTICLE EIGHT
PARAGRAPH 1: It is estimated that the value of all property to be owned by the
corporation for the following year, wherever located will be $1,000.00
PARAGRAPH 2: It is estimated that the value of the property to be located within
the State of Illinois during the following year will be $1,000.00
PARAGRAPH 3: It is estimated that the gross amount of business which will be
transacted by the corporation during the following year will be $25,000.00
PARAGRAPH 4: It is estimated that the gross amount of business which will be
transacted at or from places of business in the State of Illinois during the
following year will be $25,000.00
/S/ SAMUEL EISENSTEIN }
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/S/ BERNARD EISENSTEIN } Incorporators
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/S/ BENJAMIN FRANKEL }
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OATH AND ACKNOWLEDGMENT
STATE OF ILLINOIS,
COOK County }ss.
I ***, a Notary Public do hereby certify that on the 2nd day of July 1935,
SAMUEL EISENSTEIN BERNARD EISENSTEIN AND BENJAMIN FRANKEL personally appeared
before me and being first duly sworn by me severally acknowledged that they
signed the foregoing document in the respective capacities therein set forth and
declared that the statements therein contained are true.
IN WITNESS WHEREOF, I have hereunto set my hand and seal the day and year above
written.
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Notary Public
Form B
Box..................... File......................
ARTICLES OF INCORPORATION
-of-
PEE CEE MANUFACTURING CO. INC.
FILED
SEP 7 1935
***
Sec'y. of State.
The following fees are required to be paid at date of issuing certificate of
incorporation: Initial license fee of 50c per $1000.00; filing fee $20.00;
franchise tax of 1/20 of 1% of the amount of stated capital and paid-in surplus
which the corporation is to receive for the shares issued before it commences
business, provided for the issue of $20,000.00 or less the minimum franchise tax
is as follows: January, $15; February, $14.17; March, $13.34; April, $12.50;
May, $11.67; June, $10.84; July, $10.00; Aug., $9.17; Sept., $8.34; Oct., $7.50;
Nov., $6.67; Dec., $5.84.
In excess of $20,000.00 the franchise tax per $1000.00 is as follows: Jan.,
$0.75; Feb., .709; March, .667; April, .625; May, .584; June, .542; July, .50;
Aug., .4583; Sept., .4167; Oct., .3749; Nov., .3333; Dec., .2916.
All stock issued in excess of the amount represented in the Articles of
Incorporation to be issued by the Corporation before it shall commence business
must be reported within 60 days from date of issuance thereof and franchise tax
and initial license fees paid thereon; otherwise, the corporation is subject to
a penalty of 1% for each month on the amount until reported and subject to a
fine not to exceed $500.00.
The same fees are required for a subsequent issue of stock except the filling
fee is $1.00 instead of $20.00. ****-44255
Box 2421 No. 187489
Articles of Incorporation
of
PEE CEE MANUFACTURING CO.
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INC.
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FAIRFIELD
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Capital Stock, ***
P.V. Com.;
Duration 99 years
FILED SEP 7 1935
***
Sec'y. of State.