Certificate of Incorporation of American Midstream Finance Corporation



 Exhibit 4.6 
 CERTIFICATE OF INCORPORATION 
 of 

AMERICAN MIDSTREAM FINANCE CORPORATION 

The undersigned person, acting as sole incorporator of the corporation pursuant to the General Corporation Law of the State of Delaware,
does hereby make this Certificate of Incorporation for such corporation, declaring and certifying that this is my act and deed and that the facts herein stated are true: 
 FIRST: The name of the corporation is American Midstream Finance Corporation. 

SECOND: The address of its registered office in the State of Delaware is 160 Greentree Drive, Suite 101, in the City of Dover, County of
Kent 19904. The name of its registered agent at such address is National Registered Agents, Inc. 
 THIRD: The nature of the
business or purposes to be conducted or promoted by the corporation is to engage in any lawful act or activity for which corporations may be organized under the General Corporation Law of the State of Delaware. 

FOURTH: The total number of shares of stock which the corporation shall have authority to issue is One Thousand (1,000) shares of
common stock, par value $0.01 per share. 
 FIFTH: The Board of Directors is authorized to adopt, amend or repeal the bylaws of
the corporation. Election of directors need not be by written ballot. 
 SIXTH: The name and mailing address of the incorporator
are: 
  

			
	NAME	 	ADDRESS
	William B. Mathews	 	 1614 15th Street, Suite 300
 Denver, CO 80202


 SEVENTH: The number of directors of the corporation shall be as provided in the bylaws of the
corporation, as the same may be amended from time to time. The names and addresses of the persons who are to serve as the initial directors of the corporation until the first annual meeting of stockholders or until his successor is elected and
qualified are: 

  
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	NAME	 	ADDRESS
		 	
	 Brian F. Bierbach
	 	 1614 15th Street, Suite 300

Denver, CO 80202

		
	 Daniel C. Campbell
	 	 1614 15th Street, Suite 300
 Denver, CO 80202


 EIGHTH: A director of the corporation shall not be personally liable to the corporation or its
stockholders for monetary damages for breach of fiduciary duty as a director, except for liability (i) for any 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) under Section 174 of the General Corporation Law of the State of Delaware, or (iv) for any transaction from which the director derived an improper
personal benefit. If the General Corporation Law of the State of Delaware is amended to authorize corporate action further eliminating or limiting the personal liability of directors, then the liability of a director of the corporation shall be
eliminated or limited to the fullest extent permitted by the General Corporation Law of the State of Delaware, as so amended. Any repeal or modification of this paragraph by the stockholders of the corporation shall be prospective only, and shall
not adversely affect any limitation on the personal liability of a director of the corporation existing at the time of such repeal or modification. 
 NINTH: The corporation shall, to the fullest extent permitted by the General Corporation Law of the State of Delaware (including, without limitation, Section 145 thereof), as amended from time to
time, indemnify any officer or director whom it shall have power to indemnify from and against any and all of the expenses, liabilities or other losses of any nature. The indemnification provided in this Article NINTH shall not be deemed exclusive
of any other rights to which those indemnified may be entitled under any bylaw, agreement, vote of stockholders or disinterested directors or otherwise, both as to action in his or her official capacity and as to action in another capacity, while
holding such office, and shall continue as to a person who has ceased to be a officer or director and shall inure to the benefit of the heirs, executors and administrators of such a person. 

I, THE UNDERSIGNED, hereunto set my hand this 6th day of September, 2012. 

 

	
	 /s/ William B. Mathews

	William B. Mathews



  
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