ARTICLES OF INCORPORATION (An Arizona Business Corporation)
1. Name: The name of the Corporation is: Ficon, Inc.
2. Initial Business: The Corporation initially intends to conduct the business of: engaging in the business of and to act as general contractors or sub-contractors for building, altering, demolishing, improving or remodeling all types of buildings and to do all things incidental to the operation of a general contracting business.
3. Authorized Capital: The Corporation shall have authority to issue 100 shares of Common Stock.
4. Known Place of Business: (In Arizona) The street address of the known place of business of the Corporation is: c/o C T Corporation System, 2394 E. Camelback Road, Phoenix, AZ 85016.
5. Statutory Agent: (In Arizona) The name and address of the statutory agent of the Corporation is: C T Corporation System, 2394 E. Camelback Road, Phoenix, AZ 85016.
6. Board of Directors: The initial board of directors shall consist of 3 director(s). The name(s) and address(es) of the person(s) who is(are) to serve as the director(s) until the first annual meeting of shareholders or until his(her)(their) successor(s) is(are) elected and qualifies is(are): Charles W. Hirschi, 10630 Midwest Industrial Drive, St. Louis, MO 63132; James E. Sauer, 10630 Midwest Industrial Drive, St. Louis, MO 63132; Gary A. Sauer, 10630 Midwest Industrial Drive, St. Louis, MO 63132. The number of persons to serve on the board of directors thereafter shall be fixed by the Bylaws.
7. Incorporators: The name(s) and address(es) of the incorporator(s) is(are): Andrew S. Berg, 7711 Bonhomme, Suite 850, St. Louis, MO 63105. All powers, duties and responsibilities of the incorporators shall cease at the time of delivery of these Articles of Incorporation to the Arizona Corporation Commission.
8. Indemnification of Officers, Directors, Employees and Agents: The Corporation shall indemnify any person who incurs expenses or liabilities by reason of the fact he or she is or was an officer, director, employee or agent of the Corporation or is or was serving at the request of the Corporation as a director, officer, employee or agent of another Corporation, partnership, joint venture, trust or other enterprise. This indemnification shall be mandatory in all circumstances in which indemnification is permitted by law.
9. Limitation of Liability: To the fullest extent permitted by the Arizona Revised Statutes, as the same exists or may hereafter be amended, a director of the Corporation shall not be liable to the Corporation or its stockholders for monetary damages for any action taken or any failure to take any action as a director. No repeal, amendment or modification of this article, whether direct or indirect, shall eliminate or reduce its effect with respect to any act or omission of a director of the Corporation occurring prior to such repeal, amendment or modification.
Executed this 16th day of December, 2010 by all of the incorporators. Signed: /s/ Andrew S. Berg. PHONE (314) 721-2222 FAX (314) 721-2239. Acceptance of Appointment By Statutory Agent. The undersigned hereby acknowledges and accepts the appointment as statutory agent of the above-named corporation effective this 17 day of December, 2010. C T Corporation System, Signed /s/ Katherine Lackey, Asst. Secy.
1/21, 1/28, 2/4, 2011 editions Arizona Capitol Times