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SECOND <br />The following action is deemed to take place at 5:01 p.m. on December 31, 2009: <br />RESOLVED, that, the Corporation has determined it necessary to form and become the <br />sole member of Sessions & Sons Trucking, LLC, a Colorado limited liability company, effective <br />January 1, 2010, for the purpose of operating its hazardous trucking operations, and that the <br />shareholders do hereby consent to and approve such action of the Corporation. BE IT <br />FURTHER RESOLVED, that Joe R. Sessions, as President of the Corporation, and Jaime <br />Sessions, as Secretary, are hereby authorized and directed, with full and complete authority, to <br />perform any and all acts necessary to effectuate this resolution, including execution of any bill of <br />sale or title document necessary to change title of any equipment of the Corporation necessary for <br />the operation of said Sessions & Sons Trucking, LLC. <br />THIRD <br />The following action is deemed to take place at 5:01 p.m. on December 31, 2009: <br />RESOLVED, that the officers of the Corporation are hereby authorized to negotiate and <br />execute a written lease for the real property where the business currently operates on terms and <br />conditions deemed acceptable by said officers. It is anticipated that said lease will be effective <br />on January 15, 2010, and even as such no further shareholder approval will be required. <br />FOURTH <br />The following action is deemed to take place at 5:01 p.m. on December 31, 2009: <br />RESOLVED, that, the Corporation has determined that the services of Vicki Sessions, as <br />an employee of the Corporation, is advisable for the operation of the business, and has, <br />accordingly, offered Ms. Sessions employment as a consultant of the Corporation pursuant to an <br />Employment Agreement effective January 1, 2010, with the basic terms being a monthly salary <br />of $1,750, plus health insurance benefits, and that the shareholders do hereby consent to, adopt, <br />and approve such action of the Corporation. BE IT FURTHER RESOLVED, that Joe R. <br />Sessions, as President of the Corporation, and Jaime Sessions, as Secretary, are hereby <br />authorized and directed, with full and complete authority, to perform any and all acts necessary <br />to effectuate this resolution. <br />FIFTH <br />The following action is deemed to take place at 5:01 p.m. on December 31, 2009: <br />-2- <br />