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with respect to any such meetings. At all such meetings and otherwise, the president, in person or <br />by substitute or proxy, may vote the stock held by the corporation, execute written consents and other <br />instruments with respect to such stock, and exercise any and all rights and powers incident to the <br />ownership thereof, subject to the instructions, if any, of the board of directors. The president shall <br />have custody of the treasurer's bond, if any. <br />Section 4. Vice Presidents. The vice presidents, if any, shall assist the president and <br />shall perform such duties as may be assigned to them by the president or by the board of directors. <br />In the absence of the president, the vice president, if any (or, if more than one, the vice presidents <br />in the order designated by the board of directors, or if the board makes no such designation, then the <br />vice president designated by the president, or if neither the board nor the president makes any such <br />designation, the senior vice president as determined by first election to that office), shall have the <br />powers and perform the duties of the president. <br />Section -5. -- Secretary. The secretary shall (i) prepare and maintain as permanent records <br />the minutes of the proceedings of the shareholders and the board of directors, a record of all actions <br />taken by the shareholders or board of directors without a meeting, a record of all actions taken by <br />a committee of the board of directors in place of the board of directors on behalf of the corporation, <br />and a record of all waivers of notice of meetings of shareholders and of the board of directors or any <br />committee of the board, (ii) see that all notices are duly given in accordance with the provisions of <br />these bylaws and as required by law, (iii) serve as custodian of the corporate records and of the seal <br />of the corporation and affix the seal to all documents when authorized by the board of directors, <br />(iv) keep at the corporation's registered office or principal place of business a record containing the <br />names and addresses of all shareholders in a form that permits preparation of a list of shareholders <br />arranged by voting group and by class or series of shares within each voting group, that is <br />alphabetical within each class or series and that shows the address of, and the number of shares of <br />each class or series held by, each shareholder, unless such a record shall be kept at the office of the <br />corporation's transfer agent or registrar, (v) maintain at the corporation's principal office the originals <br />or copies of the corporation's articles of incorporation, bylaws, minutes of all shareholders' meetings <br />and records of all action taken by shareholders without a meeting for the past three years, all written <br />communications within the past three years to shareholders as a group or to the holders of any class <br />or series of shares as a group, a list of the names and business addresses of the current directors and <br />officers, a copy of the corporation's most recent corporate report filed with the Secretary of State, <br />and financial statements showing in reasonable detail the corporation's assets and liabilities and <br />results of operations for the last three years, (vi) have general charge of the stock transfer books of <br />the corporation, unless the corporation has a transfer agent, (vii) authenticate records of the <br />corporation, and (viii) in general, perform all duties incident to the office of secretary and such other <br />duties as from time to time may be assigned to him by the president or by the board of directors. <br />Assistant secretaries, if any, shall have the same duties and powers, subject to supervision by the <br />secretary. The directors and/or shareholders may however respectively designate a person other than <br />the secretary or assistant secretary to keep the minutes of their respective meetings. <br />Mile <br />