STATE of DELAWARE
CERTIFICATE of INCORPORATION
A STOCK CORPORATION
o First: The name of this Corporation is Wentworth II, Inc.
o Second: Its registered office in the state of Delaware is to be located at Corporation Trust Center, 1209
Orange Street, Wilmington, DE 19801, Country of New Castle. The Registered Agent in charge thereof is The
Corporation Trust Company.
o Third: The purpose of the Corporation is to engage in any lawful act or activity for which corporations may be
organized under the General Corporation Law of Delaware.
o Fourth: The total number of shares of stock that this Corporation is authorized to issue is 50,000,000. These
shares shall be divided into two classes with 40,000,000 shares designated as common at .01 par value and
10,000,000 shares designated as preferred at .01 par value.
o Fifth: The name and mailing address of the incorporator are as follows:
Margie L. Blackwell
Keating Investments, LLC
8450 East Crescent Parkway, Suite 100 Greenwood Village, CO 80111
o Sixth: The Board of Directors shall have the power to adopt, amend or repeal the by-laws.
o Seventh: No director shall be personally liable to the Corporation or its stockholders for monetary damages for
any breach of fiduciary duty by such director as a director. Notwithstanding the foregoing sentence, a director
shall be liable to the extent provided by applicable law, (i) for breach of the director's duty of loyalty to the
Corporation or its stockholders, (ii) for acts or omissions not in good faith or which involve intentional misconduct
or a knowing violation of law, (iii) pursuant to Section 174 of the Delaware General Corporation Law, or (iv) for
any transaction from which the director derived an improper personal benefit. No amendment to or repeal of this
Article Seventh shall apply to or have any effect on the liability or alleged liability of any director of the
Corporation for or with respect to any acts or omissions of such director prior to such amendment.
I, The Un