Agenda - Council - 06/28/1994 - Laserfiche WebLink

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Section 2. Transfer. Transfer of shares shall be made on the books of the corporation only by the shareholder named in the certificate, or by the shareholder's legal nepresengative or by the shareholder's attorney in 'fact: lay:fully constituted in writing and upon surrender of the certificate therefor~ properly endorsed. Section 3. Lost CertiCica%es. Any shareholder claimin~ a certificate of shares ge be lost, destroyed o'.- stolen shall make an af,~idavit o~ that fact 'in such form as the Board may require and si~all, if the Board ~o requires, give the corporation a bond of indemnity in the form, in an amount and with one or more sureties sati$factory to the Board to indemnify the corporation against any claims which may be made against it by reason of the re-issu~.nce of such certificate. A new certificate shall then be issued to said shareholder for the same number of shares as the one alleged to have been lost, destroyed or stolen. ARTICLE ~V OFFICERS S.~ion i. Chief Executive of:ricer and Chief Financial Officer ne board at its first meeting shall elect or appoint a chief executive ~fficer and a chief financial officer, both of which offices may be held by the same person. Section 2~ Other Officer~. The Board may elect or appoint any other offic_,~_- or agents the Board deems necessary, for the ooeration, and management of the corporation, each of whom si~aii }lave the Dowers, rights, duties, responsibilitie-~, and terms in office determined by the Board Section ~. lerm o]' Office. Officers of the co,-po~a~on sha,l i~old office until their ~uccessors are duly elected or appoinzed and oualify. _ The c ~ c ion 4 Chqef Executive Officer. hi=f ~x~ utive officer shall: (s) Nave general active management of the business of the corporation~ (b) When present, ppeside at all meetings of ~he Board and of the shareholders' .~ una~ ail orders and resolutions of the Board are carried in~o effect$ (d) Sion ane oeliver in the name of uh._ corI)oration any deeds, mortgages, bonds, contracts or C,.~h~~ ~, ins~rumen~s pertaining ~he busin__s o ~ f the co~-poration, except ~n cases ~n which the ¢~.no. ti' to sign and deliver is required by law ~o be exercised by another per~on or is expressly delegated by the Board to some other officer or aoent of the corporation; (e) I.'ia~-~-' ~:rm~Ac f r,d whenever n=c~sary c:-t ,,,~,.~n ........ o a .......... ify all proceedings of the Board and the Sharei~olders;