Fill and Sign the Certificate Directors Form

CERTIFICATE OF DIRECTORS AS TO CONTENTS OF THE BYLAWS OF THE CORPORATION The undersigned, for and on behalf of __________________________________ (Name of Corporation) , being first duly sworn, do hereby depose and say that the following is a true and correct copy the Section 8 of the present Bylaws of ________________________________ (Name of Corporation) . SECTION 8 Successor President and Chief Executive Officer. A. The present President and Chief Executive Officer of Corporation is _____________________________ (name of present CEO) . Upon the death or disability of ____________________________ (name of present CEO) , his successor as President and Chief Executive Officer shall be ______________________________ (name of successor CEO) . B. Disability Insurance 1. Corporation will purchase and maintain in force disability insurance covering _________________________________ (name of present CEO) , which shall commence payment to him if he becomes wholly or partially disabled (as defined in the insurance policy) after such disability has existed for ________ days. 2. Salary and all rights to fringe benefits shall continue while _____________________________ (name of present CEO) , is disabled and receiving payments under any such insurance policy, except that the sum of any disability benefits under any disability insurance provided by Corporation shall be subtracted from the salary paid to _____________________________ (name of present CEO) while he is disabled. This section is for the benefit of the Corporation and is not intended to limit any disability benefits that may be payable to _____________________________ (name of present CEO) after the end of the disability period defined in Paragraph D below. C. If __________________________________ (name of present CEO) is unable to perform services as an employee of Corporation by reason of illness or incapacity for a period of more than ________ (number of days or months) in a twelve (12) month period, or for a period of ________ (number of days) c onsecutive days in any twelve (12) month period, (all such periods referred to herein as the disability period ), on the completion of the disability period , ________________________________ (name of successor CEO) shall continue as President and CEO of the Corporation until replaced by (unanimous vote or majority vote or 2/3 or 3/4 majority) ____________________ ______________________________________________ vote of the Board of Directors. D. At any time after the end of the disability period and before _________________ _________________ (name of present CEO) is returns to work on a full-time basis, Corporation may, if it so elects, declare such Employee's employment terminated on ________ (number) days' notice. Witness our signatures this ________________________ (date) . ___________________________________ (Printed Name and Signature of Director) ___________________________________ (Printed Name and Signature of Director) ___________________________________ (Printed Name and Signature of Director) STATE OF ____________________ COUNTY OF _____________________ Personally appeared before me, the undersigned authority in and for the said County and State, on this _________________________ (date) , within my jurisdiction, the within- named ______________________________________________________________________ ___________________ (Names of Directors) , who each acknowledged that he is a Director of ___________________________________ (Name of Corporation) , and that for and on behalf of the said Corporation, and as its act and deed, they each executed the above and foregoing instrument, after first having been duly authorized by said Corporation so to do. _______________________________ Notary Public My Commission Expires: _____________________ (Affix notary seal)