Common use of The Secretary and Assistant Secretary Clause in Contracts

The Secretary and Assistant Secretary. Section 9. The Secretary shall attend all meetings of the board of directors and all meetings of the stockholders and record all the proceedings of the meetings of the Corporation and of the board of directors in a book to be kept for that purpose and shall perform like duties for the standing committees of the board of directors when required. He shall give, or cause to be given, notice of all meetings of the stockholders and special meetings of the board of directors, and shall perform such other duties as may be prescribed by the board of directors or the President and Chief Operating Officer, under whose supervision he shall be. He shall have custody of the corporate seal of the Corporation and he, or an Assistant Secretary, shall have authority to affix the same to any instrument requiring it and when so affixed, it may be attested by his signature or by the signature of such Assistant Secretary. The board of directors may give general authority to any other officer to affix the seal of the Corporation and to attest the affixing by his signature.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (CBS Corp), Agreement and Plan of Merger (CBS Corp), Agreement and Plan of Merger (Viacom Inc)

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The Secretary and Assistant Secretary. Section 911. The Secretary shall attend all meetings of the board of directors and all meetings of the stockholders and record all the proceedings of the meetings of the Corporation corporation and of the board of directors in a book to be kept for that purpose and shall perform like duties for the standing committees of the board of directors when required. He shall give, or cause to be given, notice of all meetings of the stockholders and and, except as otherwise provided in these by-laws, special meetings of the board of directors, and shall perform such other duties as may be prescribed by the board of directors directors, Chairman of the Board or the President and Chief Operating OfficerPresident, under whose supervision he shall be. He shall have custody of the corporate seal of the Corporation corporation and he, or an Assistant Secretary, shall have authority to affix the same to any instrument requiring it and when so affixed, it may be attested by his signature or by the signature of such Assistant Secretary. The board of directors may give given general authority to any other officer to affix the seal of the Corporation corporation and to attest the affixing by his signature.

Appears in 3 contracts

Samples: Contribution Agreement (Crowley Newco CORP), Subscription Agreement (Crowley Newco CORP), Contribution Agreement (Crowley Newco CORP)

The Secretary and Assistant Secretary. Section 9. 5.13 The Secretary secretary shall attend all meetings of the board Board of directors Directors and all meetings of the stockholders and record all the proceedings of the meetings of the Corporation and of the board Board of directors Directors in a book to be kept for that purpose and shall perform like duties for the standing committees of the board of directors when required. He The secretary shall give, or cause to be given, notice of all meetings of the stockholders and special meetings of the board Board of directorsDirectors, and shall perform such other duties as may be prescribed by the board Board of directors Directors or the President and Chief Operating Officerpresident, under whose supervision he shall be. He The secretary shall have custody of the corporate seal of the Corporation and hethe secretary , or an Assistant Secretaryassistant secretary, shall have authority to affix the same to any instrument requiring it and when so affixed, it may be attested by his signature or by the signature of such Assistant Secretaryassistant secretary. The board Board of directors Directors may give general authority to any other officer to affix the seal of the Corporation and to attest the affixing by his signature.

Appears in 1 contract

Samples: Powin Corp

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The Secretary and Assistant Secretary. Section 911. The Secretary shall attend all meetings of the board Board of directors Directors and all meetings of the stockholders and record all the proceedings of the meetings of the Corporation corporation and of the board Board of directors Directors in a book to be kept for that purpose and shall perform like duties for the standing committees of the board of directors when required. He shall give, or cause to be given, notice of all meetings of the stockholders and special meetings of the board Board of directorsDirectors, and shall perform such other duties as may be prescribed by the board Board of directors Directors or the President and Chief Operating OfficerPresident, under whose supervision he shall be. He shall have custody of the corporate seal of the Corporation corporation and he, or an Assistant Secretary, shall have authority to affix the same to any instrument requiring it and when so affixed, it may be attested by his signature or by the signature of such Assistant Secretary. The board Board of directors Directors may give general authority to any other officer to affix the seal of the Corporation corporation and to attest the affixing by his signature.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Dura Pharmaceuticals Inc/Ca)

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