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ROCKY MOUNTAIN MATERIALS AND ASPHALT,INC. <br /> CONSENT OF SOLE SHAREHOLDER IN LIEU OF A MEETING <br /> The undersigned, being the sole Shareholder of Rocky Mountain Materials and <br /> Asphalt,Inc., a Colorado corporation, (the "Corporation"), acting pursuant to the authority of <br /> Title 7 of the Colorado Revised Statutes and the Bylaws of the Corporation, hereby waives notice <br /> and holding of a meeting of Shareholders and consents to the adoption and the recording in the <br /> minutes of the proceedings of Shareholders of the following resolution: <br /> Election of Directors <br /> RESOLVED, That the following persons are elected and declared to be the members of <br /> the Board of Directors of the Corporation to serve until the next annual meeting of <br /> shareholders and until their successors are duly elected and qualified: <br /> Roselyn R. Bar <br /> Anne H. Lloyd <br /> C.Howard Nye <br /> Election of Officers <br /> RESOLVED, That the following persons are elected effective immediately to serve in <br /> the capacities set forth opposite their names until the next annual meeting of the Board of <br /> Directors of the Corporation and until their respective successors have been duly elected <br /> and qualified. <br /> C. Howard Nye President <br /> Roselyn R. Bar Vice President and Secretary <br /> Anne H. Lloyd Vice President and Treasurer <br /> Patrick H. Walker Vice President <br /> H. Abbott Lawrence Vice President <br /> M. Guy Brooks, III Assistant Secretary <br /> Eric S. Brown Assistant Secretary <br /> Pamela M. Kelly Assistant Secretary <br /> Dated and effective as of the 5th day of February,2016. <br /> Martin Marietta Materials, Inc. <br /> Sole Shareholder <br /> By: 1903M A� <br /> Ro elyn R. Bal <br /> Executive Vice President, General Counsel <br /> and Secretary <br />