Power of Directors. In furtherance, and not in limitation of those powers conferred by statute, the Board of Directors is expressly authorized:
(a) Subject to the By-Laws, if any, adopted by the shareholders, to make, alter or repeal the By-Laws of the corporation; Incorporation Continued (b) To authorize and caused to be executed mortgages and liens, with or without limitations as to amount, upon the real and personal property of the corporation;
Power of Directors. Upon the appointment of any Receiver, all powers, functions, rights and privileges of the directors of the Corporation with respect to the Mortgaged Property shall cease unless specifically continued by the written consent of the Holder.
Power of Directors. Subject to the right of shareholders as provided in Section 6.01 to adopt, amend or repeal bylaws, any bylaw may be adopted, amended or repealed by the Board of Directors other than a bylaw or amendment thereof changing the authorized number of directors, if such number is fixed, or the maximum-minimum limits thereof, if an indefinite number.
Power of Directors. Except as otherwise specifically provided by this Agreement or required by the Rules or Regulatory Requirements, no Director, in his capacity as a Director, shall have the power to act for or on behalf of, or to bind, the Company without prior authorization of the Board.
Power of Directors. 4.1. The Board of Directors shall have such general and specific powers as are conferred upon corporations by the Statute, subject only to the provisions of applicable law, the Certificate of Incorporation, and these Bylaws, which may restrict or deny such powers.
Power of Directors. In addition to the power of the directors of the Corporation under Wisconsin law, the Board (and subject to the discretion of the Board, the officers of the Corporation) shall have authority to do or authorize any or all acts and things as they may consider necessary or desirable to carry out the purposes of the Plan, including, without limitation, the execution and filing of all certificates, documents, information returns, tax returns, forms and other papers which may be necessary or appropriate to implement the Plan or which may be required by the provisions of Wisconsin law, the 1940 Act, the Securities Act of 1933, and any other applicable law. The Board shall have the authority to authorize such variations from, or amendments of, the provisions of the Plan (other than the terms, if any, governing liquidating distributions) as may be necessary or appropriate to effect the dissolution of the Corporation in accordance with the purposes to be accomplished by the Plan. ANNEX 2 TO AGREEMENT AND PLAN OF REORGANIZATION To Be Effective __________, 2003 FORM OF ARTICLES OF DISSOLUTION OF STRONG BALANCED STOCK FUND, INC. These Articles of Dissolution are executed by the undersigned for the purpose of dissolving a Wisconsin Corporation under Chapter 180 of the Wisconsin Statutes in connection with a reorganization effected pursuant to the Agreement and Plan of Reorganization between the Corporation and Strong Balanced Fund, Inc. attached hereto:
ARTICLE I The name of the Corporation is the Strong Balanced Stock Fund, Inc.
ARTICLE II Authority to dissolve the Corporation was granted by the Board of Directors of the Corporation on November 8, 2002 and the shareholders of the Corporation on _________, 2003, in accordance with Section 180.1402 of the Wisconsin Statutes.
Power of Directors. Subject to the tight of shareholders as provided in Section 1 of this Article VI to adopt, amend or repeal bylaws, bylaws other than a bylaw or amendment thereof changing the authorized number of directors may be adopted, amended or repealed by the board of directors.
Power of Directors. New bylaws may be adopted or these bylaws may be amended or repealed by a majority vote of the Board of Directors at any regular or special meeting thereof; provided, however that the time and place fixed by the bylaws for the annual election of directors shall not be changed within sixty (60) days next preceding the date on which such elections are to be held. Notice of any amendment of the bylaws by the Board of Directors shall be given to each stockholder having voting rights within ten (10) days after the date of such amendments by the Board. I, the undersigned, do hereby certify:
(1) That I am the duly elected and acting secretary of FRANCODEX, INC., a Kansas corporation; and
(2) That the foregoing bylaws constitute the original bylaws of said corporation, as duly adopted at the first meeting of the Board of Directors thereof duly held on the 29th day of June, 1988.
Power of Directors. Subject to the right of shareholders as provided in Section 1 of this Article X to adopt, amend, or repeal By-Laws, other than a By-Law or amendment thereof changing the authorized number of directors, these By-Laws may be adopted, amended or repealed by the Board of Directors; provided, however, that if no shares have been issued, the Board of Directors may adopt a By-Law or amendment thereof changing the authorized number of Directors. I, the undersigned, hereby certify:
1. That acting secretary of I am the duly elected, qualified and Paisano Publications, Inc.
2. That the foregoing By-Laws of said corporation were duly adopted as the By-Laws thereof by an Action Taken by Unanimous Written Consent of the Shareholders of said corporation on July 9, 1981, and that the same do now constitute the By-Laws of said corporation. Executed this 14 day of Jan., 1982. /s/ Xxxxxx Xxxxxx Sec. ---------------------------------------- Xxxxxx Xxxxxx, Secretary of Paisano Publications, Inc., a California corporation BY-LAWS OF PAISANO PUBLICATIONS, INC.
Power of Directors. Notwithstanding the rights of the shareholders provided in Section 7.01 of these Bylaws, the Board of Directors shall have, at its sole discretion and independent of the shareholders, the power to adopt, amend or repeal any bylaws other than a bylaw or amendment thereof changing the authorized number of directors as set forth in Section 3.02 of these Bylaws. THIS IS TO CERTIFY: That I am the duly elected, qualified and acting Secretary of Pacific Shore Holdings, Inc., a California corporation (the “Company”), and that the foregoing Bylaws were adopted as the Bylaws of the Company on January 25, 2008 by the duly elected directors of the Company.
