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UNANIMOUS WRITTEN CONSENT <br /> OF THE BOARD OF DIRECTORS <br /> OF <br /> SOUTHDOWN, INC. <br /> The undersigned, being all of the directors of Southdown, Inc., a Louisiana corporation (the <br /> "Company"), and being entitled to vote upon the resolutions attached hereto as Annex A (the <br /> "Resolutions") as if the same had been submitted at a formal meeting of the Board of Directors of <br /> the Company duly called and held for the purpose of acting upon the Resolutions, do hereby <br /> consent, in accordance with Section 81(C)(9) of the Business Corporation Law of the State of <br /> Louisiana, that the Resolutions are deemed to be adopted to the same extent and to have the same <br /> force and effect as if adopted by unanimous vote at a formal meeting of the Board of Directors of <br /> the Company duly called and held for the purpose of acting upon proposals to adopt the Resolutions. <br /> IN WITNESS WHEREOF, the undersigned have duly executed this Unanimous Written <br /> Consent in counterparts to be effective as of the_day of February, 2001. <br /> CN <br /> Being all of the directors of Southdown, Inc., a <br /> Louisiana corporation <br />