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FEB 27 101 17:33 FR BF4;r LM 1 8 PRTTERSW713 221 1456 TO 02-Ie5ti999999tt999 P,02iO4
<br /> FOX MCKEITHEN
<br /> Secretary of State
<br /> Receive jtBF�Itd,,,
<br /> ARTICLES OF AMNDMSNT TO ¢ STATE OF TEXAS DATE
<br /> RESTATED ARTICLES OF § COUNiY OF]iIARR13
<br /> INCORPORATION OF § Ct1Y OF HOUSTON
<br /> SOUTFIDOWN,INC. §
<br /> BE IT KNOWN.Tbat on this 27th day of February,2001.
<br /> BEFORE ME, EVA Gy4j by , a Notary Public, duly
<br /> Commissioned and qualified in and for the Covzly of Barris,State of Texas,and is the pewee,
<br /> of the witnesses hereinafter gamed and tmdersigaed:
<br /> PERSON LLY CA11E AND APPEARED:
<br /> Gtwet ro PEAM and Jim, SIME&OE appearing herein and
<br /> aching for Southdown,Inc.(of wMeh corporation they uz.respectively,C'ntr . Vier. RUMPAwrr
<br /> and Aw.T• Stu bfG.y ), a corporation organized and existing under the laws of the
<br /> SWoofLouii:iana,domicRedinft?&rishofOrla=,SrAtoofT.otdc;Ans1 orZmdzcd by AiIiclm
<br /> of Incorporation et3scdve April 4, 1930, which Articles,m amended, were restated pmsoent to
<br /> Restored Articles of lae:orporation effective September 15, 1983. and farther amended as of
<br /> April 10, 1987, December 2. 1987, April 23, 1988, May 23, 1998, March 4, 1991, Jamu y 25,
<br /> 1994, June 26, 1998,and July 17, 1998 ("Corporation'),who declared that pursuant to Sections
<br /> 31 and 32 of the Louisi=Busirma Corpotation Lsw,rraolutions of the Board of Directors of
<br /> the Corporation adopted by uunimous written consent dared February 26,2001 and rtxohrtions
<br /> of the solo shareholder of the Corporation,they now appear for the purpose of exeeudAg this act
<br /> of amendment and putting into aufficutie form the amendment so adopted by the Board of
<br /> Direorohs and the sole shareholder of the Corporation.
<br /> AND THE SAID APPEARERS fmtber declare that by a aaaaimous voto of the Board of
<br /> Directors of the Corporation and that all of the outstanding shares of capital stock of the
<br /> Corporatism were voted by the sole charcb Ider of said Corporator in tltvor of the following
<br /> amendment,and it was:
<br /> RESOLVED, that Article I of the Restated Articles of Incorporation, as amended of
<br /> Southdown,Ina.be amended so that
<br /> 1. The sole paragraph appearing under Article I is bazby deleted and fbare is
<br /> substituted in its place the following:
<br /> Tba name of the corporation shall be CEN11D(;Inc.
<br /> APPEAKER.S FMTIEER stated that all of the shares of die Corpmation have par value;
<br /> that the Cotporatioa is authorized to issue 210,000,000 shares. of which 200.000,000 an
<br /> common shares of the par value of S I.2S and I0,000,000 use preferred sbaesa of the par value of
<br /> SO.05 per sbam.
<br />
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