Amendment to Section 9 of Article II of the Bylaws Regarding Informal Stockholder Action

Contract Categories: Business Formation › Articles of Amendment
Summary

This document amends Section 9 of Article II of the company's Bylaws to allow stockholders to take actions without holding a formal meeting, provided that written consent is obtained from enough stockholders to approve the action. The amendment also recognizes electronic and facsimile signatures as valid and requires prompt notice to non-consenting stockholders if the action is not unanimous. The amendment is approved and signed by the company's directors as of April 13, 2007.

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EX-10.6 7 ###-###-####-ex106.txt EXHIBIT 10.6 IT IS THEREFORE RESOLVED, that Section 9 of Article II of the Bylaws of the Company is hereby amended to read in its entirely as follows: Section 9. INFORMAL ACTION BY STOCKHOLDERS. Any action required to be taken at a meeting of the stockholders, or any other action which may be taken at a meeting of the stockholders, may be taken without a meeting if a consent in writing setting forth the action so taken shall be signed by those stockholders holding the number of votes necessary to approve the taking of such action at a meeting at which all stockholders entitled to vote with respect to the subject matter thereof were present and voting, and such consent shall have the same force and effect as a vote at a meeting. A telegram, telex, cablegram, or similar transmission by a stockholder, or a photographic, photostatic, facsimile, or similar reproduction of a writing signed by a stockholder, shall be regarded as signed by the stockholder for purposes of this Section. Prompt notice of the taking of any action by stockholders without a meeting by less than unanimous written consent shall be given to those stockholders who do not consent in writing of the action. Date: April 13, 2007 By: Prentis B. Tomlinson, Jr. ----------------------------- Prentis B. Tomlinson, Jr. Director By: Edward L. Moses ------------------- Edward L. Moses Director By: Derek H. L. Buntain ------------------------ Derek H. L. Buntain Director By: Robert H. Steelhammer ------------------------- Robert H. Steelhammer Director