Laserfiche WebLink
i <br /> execute and deliver any and all certificates,agreements, instruments,reports, schedules, statements, <br /> consents, documents and information and to incur all such fees and expenses as in such officer's <br /> judgment shall be necessary, appropriate or advisable with respect to the transactions contemplated <br /> by the foregoing resolutions, and to take all other actions that such officer deems necessary, <br /> appropriate or advisable in order to comply with the applicable laws and regulations of any <br /> jurisdiction, or otherwise to effectuate and cant'out the purposes of the foregoing resolutions and <br /> to permit the transactions contemplated by the foregoing resolutions to be lawfully consummated, <br /> the taking of any such actions and the execution of any such agreements or other documents <br /> conclusively to evidence the due authorization thereof by the Corporation; and further <br /> RESOLVED,that all lawful actions previously taken by any officer, director, representative <br /> or agent of the Corporation, by or on behalf of the Corporation or any of its affiliates in connection <br /> with the acts, transactions and agreements contemplated by the foregoing resolutions be, and each <br /> of the same hereby is, adopted, ratified, confirmed and approved in all respects as the act and deed <br /> of the Corporation; and further <br /> RESOLVED, that the Secretary or the Assistant Secretary of the Corporation be, and each <br /> of them hereby is, authorized and empowered to certify as to all matters pertaining to the acts, <br /> transactions or agreements contemplated in the foregoing resolutions. <br /> -3- <br /> S YMOM B\07R410\00A001 <br /> HOUSTON\W RITTEN CONSENr-SOLE SHAREHOLDER-NAME CHANGE TO CEMEX.DOC <br /> 2/23/01-10:22 AM <br />