HomeMy WebLinkAbout954535STATE OF COLORADO
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C1TY AND COUNTY OF DENVER
AFFIDAVIT OF NAME CHANGE
The undersigned, Mitam Randolph Pharo, of (awful age, being first duly sworn, doses and says
the following:
I. That I am the Senior Vice President and General Counsel for SM Energy Company the
successor by name change to St Mary Land Exploration Company. a Delaware corporation;
2. That the name change from St. Mary Land Exploration Company to SM Energy
Company became effective on June 1.2010, at 8:17 a.rn. Eastern Daylight Time. and the Certificate of
Amendment of Restated Certificate of Incorporation ion which embodies this change along with the
Certificate from the Secretary of State for Delaware evidencing and accepting this change of name is
attached hereto as Exhibit A and filed for record in Lincoln County. WY;
That in the state of Louisiana SM Energy Company is registered to conduct business as
SM Energy Company (Delaware);
4 That in the state of Alabama, SM Energy Company is recognized to conduct business in
that state as SM Energy Company, Inc.;
5. That the office address for SM Energy Company for its principal place of business is
1775 Sherman Street, Suite 1 200, Denver, Colorado 80203; and
6. That prior to the urine change disclosed in this Affidavit of Name Change, St Mary Land
E, ration Company was the successor by merger to its wholly owned subsidiaries. St. Mary Energy
Company, St. Mary Operating Company. and Nance Petroleum Corporation, ("Nance") with Nance being
the socessor by merger to its wholly owned subsidiary NPC Inc_ prior to Nance's merger into St Mary
Land Explmation Company.
FURTHER Affiant saith not.
Milani Randolph Pharo
Senior Vice President and General Counsel
RECEIVED 7/23/2010 at 10:10 AM
RECEIVING 954535
BOOK: 751 PAGE 38
JEANNE WAGNER
LINCOLN COUNTY CLERK, KEMMERER, WY
STATE OF COLORADO
CITY AND COUNTY OF DENVER
Phu°.
(SEAL)
Witness my hand and official seal.
ss.
This instrument was acknowledged before me on July 12, 2010, by Mil= Randolph
commission expires: February 112011
Marin E. Untiedt, Notary Public
I, .JEFFREY W_ BULLOCK, SECRETARY OF STATE OF THE STATE OF
DELAWARE, DO HERESY CERTIFY THE ATTACHED IS A TRUE AND CORRECT
COPY OF THE CERTIFICATE OF AMENDMENT OF "ST. MARY LARD
EXPLORATION COMPANY CHANGING ITS NAME FROM "ST. MARY LAND
EXPLORATION COMPANY" TO "SM ENERGY COMPANY FILED IN THIS
OFFICE ON THE FIRST DAY OF JUNE, A_D_ 2010, AT 8:17 O'CLOCK A_M_
A FILED COPY OF THIS CERTIFICATE HAS BEEN FORWARDED TO THE
1+ W CASTLE COUNTY RECORDER OF DEEDS.
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CERTIFICATE OF AMENDMENT
OF
RESTATED CERTIFICATE OF INCORPORATION
St_ Mary band Exploration Company, a corporation organized and existing und and
lay vim of the General Corporation Law of the State of Delaware (the "Corporation" or the
"Company" DOES HEREBY C TLFY:
1_ That the Board of Directors of the Corporation duly adopted a resolution setting
forth a proposed amendment to the CertiEcate of Incorporation of the Corporation, as restated
and amended, declaring such amendment to be advisable and calling for the consideration and
vote of the stockholders of the Ccrporafion on such amendment at the annual meeting of the
stocIdioIdersoftheCorgo: on May 26, 24113_ The resolution settig forth the proposed
aodrnert is as follows_
RESOLVED, that Article First of the Certificate of Incorporation of the
Company, as restated and amen, shall be amend to read as follows:
FIRST: The name of this Corporation is SM Energy Company.
2. That thereafter the annual meeting of the stockholders of the Corporation was
duly held on May 26, 2010, upon notice in accordance with Section 222 of the General
Coon Law of the State of Delaware, at which meetingthe necessary number of shares as
mired by law were voted in favor of such amendment.
3_ That such amendment was duly adopted in accordance with the provisions of
fi ef 242 of the General Corporatio Law of the State of Delaware.
IN WITNESS HEREOF, the Corporation has caused this certi acate to be signed by
Anthony I Best, its President and Cb e f Executive Officer, this 27th clay of May, 2014.
ST. MARY LAND EXPLORATION COMPANY,
a Delaware corporation
By:
Anthony J. Be
President and Chief Executive Officer