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9 <br />RECORD OF ACTION TAKEN BY CONSENT OF T??5?7Z <br />THE BOARD OF DIRECTORS OF D <br />LANDMARK RECLAMATION, INC. JUN n 7 1995 <br />The undersigned, being all of the directors of LANDMARK <br />RECLAMATION, INC. a Delaware corporation (the "Corporation"), unanimously <br />waive the holding of a meeting of the corporation and consent to the following <br />actions pursuant to section 141(f) of the Delaware General Corporation Law: <br />RESOLVED, that the Board of Directors hereby ratifies, confirms <br />and approves the actions of Mark P. Kerr, acting on behalf of the Corporation <br />prior to its formation , in arranging for a line of credit for the Corporation from <br />Randall and Blake, Inc., and, with respect to such line of credit, the Promissory <br />Notes attached hereto as Exhibits A and B, which Promissory Notes were signed <br />by Mark P. Kerr, as President of the Corporation, and dated prior to the filing of <br />the Certificate of Incorporation with the Delaware Secretary of State, are hereby <br />ratified, confirmed and approved in all respects as valid acts of the Corporation. <br />FURTHER RESOLVED, that the proper officers of the Corporation <br />be, and they hereby are, authorized and directed to draw on the line of credit, at <br />such times and in such amounts, as they, in their sole discretion, deem necessary <br />and proper for corporate purposes <br />Dated effective as of the I Ith day of January, 1995. <br />DIRECTORS: <br />"s ?6 t <br />hard L. Ra dall <br />P <br />17411RHL:RHL 05/03/95 <br />Mark P. Kerr