EX-3.39 40 y07746exv3w39.txt ARTICLES OF ORGANIZATION Exhibit 3.39 FILED JAN 22 2003 IN THE OFFICE OF JOE MANCHIN III SECRETARY OF STATE WEST VIRGINIA ARTICLES OF ORGANIZATION OF LIMITED LIABILITY COMPANY We, acting as organizers according to West Virginia Code Section 31B-2-202, adopt the following Articles of Organization for a West Virginia Limited Liability Company: 1. The name of the West Virginia limited liability company shall be: Henpro, LLC 2. The company will be an LLC. 3. The physical address in West Virginia of the initial designated office of the company will be: Route 10 Herndon, WV 24726 4. The mailing address of the principal office will be: P.O. Box 399 Bud, WV 24726 5. The name and the street address of the person to whom notice of process may be sent is: Corporation Service Company 1600 Laidley Tower Charleston, WV 25301 6. The name and address of each organizer and of each member with signature authority: Karin M. Writer 1899 Wynkoop, 8th Floor Denver, CO 80202 7. The company will be an at-will company, for an indefinite period. 8. The company will be manager-managed, and the name and address of each initial manager is listed below. Harold C. Collins P.O. Box 399 Bud, WV 24726 9. All or specified members of a limited liability company are liable in their capacity as members for all or specified debts, obligations or liabilities of the company. NO - All debts, obligations and liabilities are those of the company. 10. The purposes for which this limited liability company is formed are as follows: Natural Resources 11. Other provisions which may be set forth in the operating agreement or matters not inconsistent with law: N/A 12. The number of pages attached and included in these Articles is 2. 13. The requested effective date is the date and time of filing. 14. ACKNOWLEDGMENT: I, the undersigned, for the purpose of forming a limited liability company under the laws of the State of West Virginia, do make and file this "Articles of Organization" in the name of and on behalf of the company. /s/ Karin M. Writer Organizer (Signer must acknowledge the signature before a notary, and notary must apply seal for document to be recorded.) STATE OF COLORADO, COUNTY OF DENVER; I, Dion R. Elliott, a Notary Public, hereby certify that Karin M. Writer, whose name is signed to the foregoing Articles of Organization, this day personally appeared before me and acknowledged his/her signature. My commission expires 3/13/04 /s/ Dion R. Elliott, Notary Public Articles prepared by Karin M. Writer, (address) 1899 Wynkoop, Denver, CO 80202 FILED MAR 03 2003 IN THE OFFICE OF JOE MANCHIN III SECRETARY OF STATE ARTICLES OF AMENDMENT (Pursuant to Section 31B-2-204 of the Uniform Limited Liability Company Act of the State of West Virginia) FIRST: The name of the limited liability company (the "company") is Henpro, LLC. SECOND: The Articles of Organization of the company were filed in the Office of the Secretary of State of West Virginia on January 22, 2003. THIRD: Article 1 of the Articles of Organization of the company is amended to read as follows: "The name of the West Virginia limited liability company shall be Herndon Processing Company, LLC." Signed on Feb. 5th, 2003. Henpro, LLC By /s/ Harold C. Collins Harold C. Collins, President & Manager STATE OF WEST VIRGINIA ) ) SS.: COUNTY OF WYOMING ) Subscribed and sworn to before me, a Notary Public, on Feb. 5th, 2003. /s/ Debra H. Kelly Notary Public FILED IN THE OFFICE OF SECRETARY OF STATE WEST VIRGINIA APR - 5 2004 STATEMENT OF CHANGE OF REGISTERED OFFICE BY THE REGISTERED AGENT The undersigned registered agent submits the following statement for the purpose of changing the registered office address for the entity named below in the state of West Virginia. 1. Name of entity HERNDON PROCESSING COMPANY, LLC 2. Street address of its current registered office 1600 Laidley Tower Charleston, WV 23501 3. Street address to which the registered office is to be changed 209 West Washington Street Charleston, WV 25302 4. Name of current registered agent Corporation Service Company 5. The mailing address of its registered office and the business office of its registered agent, as changed, will be identical. 6. The above named entity has been notified of the change. Date: March 29, 2004 CORPORATION SERVICE COMPANY /s/ John H. Pelletier John H. Pelletier Assistant Vice President