Amendment No. 2 to the Met-Pro Corporation Directors' Retirement Plan

Summary

This amendment updates the Met-Pro Corporation Directors' Retirement Plan by allowing the company's Board of Directors to determine, at its sole discretion, when a change in control has occurred. The amendment is effective as of August 17, 2000, and is executed by the company's authorized officers. The main change is the addition of a new provision giving the Board more flexibility in defining a change in control for the purposes of the retirement plan.

EX-10.L 11 exhibit10l.txt EXHIBIT 10.L Exhibit 10(l) AMENDMENT NO. 2 TO THE MET-PRO CORPORATION DIRECTORS' RETIREMENT PLAN This Amendment to the Met-Pro Corporation Directors' Retirement Plan (the "Plan") is made and effective this 17th day of August, 2000. WHEREAS, Met-Pro Corporation (the "Company") previously adopted the Plan and now wishes to further amend the Plan to modify the definition of a change in control. NOW, THEREFORE, the Plan is hereby amended in the following manner: 1. Section 6 is amended by adding a new subsection (d) as follows: (d) At any time that the Corporation's Board of Directors, in its sole discretion determines that a change in control has occurred, regardless of whether such determination relates to any of the aforementioned event. IN WITNESS WHEREOF, the Company has caused its authorized officers to execute this Amendment on behalf of the Company. WITNESS MET-PRO CORPORATION /s/ William L. Kacin By: /s/ Gary J. Morgan - ---------------------------- ------------------------------- William L. Kacin Gary J. Morgan Vice President - Finance