Minute and Stock Transfer Books. The minute books of the Company are ------------------------------- correct (including signatures), complete and current in all material respects and fairly reflect the corporate actions of the Board of Directors and shareholders of the Company. The stock transfer books of the Company are correct (including signatures), complete and current. True and accurate copies of the Company's Certificate of Incorporation, all amendments thereto, and the Company's Bylaws as presently in effect have been delivered to legal counsel to the Investor by the Company or the Company's legal counsel.
Minute and Stock Transfer Books. Seller has made available to Purchaser the original or true copies of the minute books and stock transfer records of the Company. To the best knowledge of Seller, the minute books of the Company contain accurate and complete records of all meetings held of, and corporate action taken by, the stockholders, the Board of Directors and committees of the Board of Directors of the Company, and no meeting of any such stockholders, Board of Directors or committee has been held for which minutes have not been prepared and are not contained in such minute books. The stock transfer records are current, and all documentary and stock transfer tax stamps required in connection with the issuance and transfer of the capital stock of the Company have been duly affixed and canceled. At the Closing, all of the foregoing books and records will be in the possession of the Company.
Minute and Stock Transfer Books. The minute books of FWC are complete and current in all material respects and contain accurate and complete records of all material actions taken by its shareholders, its Board of Directors and each committee of its Board of Directors, and all signatures contained in such minute books are the true signatures of the persons whose signatures they purport to be. The stock transfer books of FWC are complete and current in all respects. Section 3.22 of the Disclosure Schedule sets forth an accurate and complete list of the names and titles of all officers and directors of FWC.
Minute and Stock Transfer Books. The minute books of each USMX Group Member fairly reflect the corporate actions of the respective boards of directors and the stockholders of each such USMX Group Member. The stock transfer books of each USMX Group Member are correct, complete, and current, and all documentary and stock transfer tax stamps required in connection with the issuance and transfer of shares of the capital stock of each USMX Group Member, if any, have been duly paid, affixed, and canceled.
Minute and Stock Transfer Books. The minute books of each Dakota Group Member fairly reflect the corporate actions of the respective boards of directors and the shareholders of each such Dakota Group Member. The stock transfer books of each Dakota Group Member are correct, complete, and current, and all documentary and stock transfer tax stamps required in connection with the issuance and transfer of shares of the capital stock of each Dakota Group Member, if any, have been duly paid, affixed, and canceled.
Minute and Stock Transfer Books. The minute books of Wellmont and the Wellmont Subsidiaries are true, correct, complete, and current in all material respects, and contain accurate and complete records of all material actions taken by their respective Boards of Directors, Members or Managers and, in the case of for-profit Wellmont Subsidiaries, their respective shareholders. All signatures contained in such minute books are the true signatures of the persons whose signatures they purport to be. The stock (or other equity) transfer books of each for-profit Wellmont Subsidiary are true, correct, complete, and current in all respects.
Minute and Stock Transfer Books. The minute books of MSHA and the MSHA Subsidiaries are true, correct, complete, and current in all material respects, and contain accurate and complete records of all material actions taken by their respective Boards of Directors, Members or Managers and, in the case of for-profit MSHA Subsidiaries, their respective shareholders. All signatures contained in such minute books are the true signatures of the persons whose signatures they purport to be. The stock (or other equity) transfer books of each for-profit MSHA Subsidiary are true, correct, complete, and current in all respects.
Minute and Stock Transfer Books. The minute books of the Representing Party and its Subsidiaries are true, correct, complete, and current in all material respects, and contain accurate and complete records of all material actions taken by their respective Boards of Directors, and, in the case of for-profit Subsidiaries, their respective shareholders. All signatures contained in such minute books are the true signatures of the persons whose signatures they purport to be. The stock (or other equity) transfer books of each for-profit Subsidiary of the Representing Party are true, correct, complete, and current in all respects.
Minute and Stock Transfer Books. IMSAMET or Seller -------------------------------- has made available to Purchaser the original or true copies of the minute books and stock or other equity transfer records of the Companies. Such stock or other equity transfer records are current and accurate, and all documentary and stock transfer tax stamps required in connection with the issuance and transfer of the capital stock of the Companies have been duly affixed and cancelled. At the Closing, such minute books and stock or other equity transfer records will be in the possession of IMSAMET.
Minute and Stock Transfer Books. The Company shall deliver to the Purchaser all corporate minute and stock transfer books, bank books, financial and bank records, bookkeeping and accounting records, copies of all federal, state and local tax returns and amendments thereto, and all other books and records of the Company, certified by the Secretary of the Company to be true, correct and complete as of the Closing Date.
