Exhibit 3.1
CERTIFICATE OF ELIMINATION
OF THE
SERIES C PARTICIPATING CUMULATIVE PREFERRED STOCK
OF
THE WILLIAMS COMPANIES, INC.
(Pursuant to Section 151(g) of the
General Corporation Law of the State of Delaware)
The Williams Companies, Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Company”), does hereby certify as follows:
1. That pursuant to Section 151 of the General Corporation Law of the State of Delaware (the “DGCL”) and authority granted in the Company’s Amended and Restated Certificate of Incorporation, as amended, the Company’s Board of Directors (the “Board”) duly adopted a resolution designating a series of 1,470,000 shares of Series C Participating Cumulative Preferred Stock of the Company (the “Series C Participating Cumulative Preferred Stock”) and established the voting and other powers, preferences and relative, participating, optional or other rights, and the qualifications, limitations and restrictions thereof; and on March 20, 2020, the Company filed a Certificate of Designations of Series C Participating Cumulative Preferred Stock (the “Certificate of Designation”) in the office of the Secretary of State of the State of Delaware.
2. That none of the authorized shares of the Series C Participating Cumulative Preferred Stock are outstanding, and none will be issued subject to the Certificate of Designation.
3. That pursuant to Section 151(g) of the DGCL, the Board adopted the following resolutions respecting the Series C Participating Cumulative Preferred Stock, which resolutions have not been amended or rescinded:
WHEREAS at a meeting held on March 19, 2020, the Board duly adopted a resolution designating a series of 1,470,000 shares of Series C Participating Cumulative Preferred Stock (the “Series C Participating Cumulative Preferred Stock”); and
WHEREAS a Certificate of Designations of Series C Participating Cumulative Preferred Stock was filed in the office of the Secretary of State of the State of Delaware on March 20, 2020 (the “Certificate of Designation”); and
WHEREAS the Board deems it advisable and in the best interest of The Williams Companies, Inc. (the “Company”) and its stockholders to eliminate the Series C Participating Cumulative Preferred Stock.
NOW, THEREFORE, IT IS HEREBY RESOLVED, that none of the authorized shares of Series C Participating Cumulative Preferred Stock are outstanding, and none will be issued subject to the Certificate of Designation; and