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I, D. H. Bruer, Secretary of Investors Certificate Company of
Delaware, Inc., a Delaware corporation, hereby certify in accordance
With the General Corporation Law of the State of Delaware, as amended,
as follows:
1. The Plan and Agreement of Merger to vhich this certificate
is attached, after having been first duly approved by resolution by
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the Board of Directors and signed on behalf of Investors Certificate
Company of Delaware, Inc., a Delaware corporation, by its.President
and a majority of its Board of Directors, and Investors Syndicate
of America, Inc,, a Minnesota corporation, by its President and a ,
majority of its Board of Directnrs, under the respective corporate ' ,
~ seals of said corporations, was duly approved by the sole shareholder
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of Investors Certificate Company of Delaware, Inc., a Delaware corpora-
` tion pursuant to written consent in accordance with the provisions of
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~ Section 228 of the General Corporation Lav of the State of Delaware.
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~ IN WITNESS WHEREOF, I have hereunto signed my name as Secretary of
~ Investors Certificate Company of DelaWare, Inc., a Delaware corporation, ~
~ and affixed the seal of said corporation, this 16th day of December, 1977.
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~ (Corporate Seal) • l ' « r - L
D. H. Bruer
Secretary
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