EFTA01390452.pdf

DEUTSCtIE BA fax allIbUDD PAGE 67 340-774-206 Pa.k. iareas 09,26!2603 12: 26 Articles of Incerperstign Page 5 Otherwise, 4$ the Board of Directors iu its sole discretion may deicimir.e and to authorize the mortgaging or pledging of, avid to authorize and cause to be executed mortgages and tits upon any property of the torporarion, real or ' " " perhorith,Inthaing Mier acquired property. 03 To determine whether any, nod, if any, what pan of the net profits of the corPotation or of Its net assets in excess of its capital shalt be declared in dividends and paid to the stockholders, and to direct and determine the use and dispositiontheme!. d) To contract in the name of the corporation with individual members of the Eloatd of Directors in their individual capacity or as representatives of any Amor association alt corporation. e) To sett. Qt otherwise dbposc of the real or personal property of the carport 0 To set apart a reserve or towns, and to abolish such reserve or reserves, or to make such other provisions, if arty, as the Beard of Directors may deem necessary or advisable for working capital, for additions, hoprovememe and bettennaux to ,hug and equipment, for expansion of the business of the corporation (including the acquisition of real and personal properly for this purpose) and for any other purpose a the corporation. g) To establish bonus, profit-sharing, pension, thrift and other types ofincentive, compensation or retirement plats for the of ceps iced employes including officers and employees who rue also directors) of the corporation and w fix the amounts of profits to be distributed or sbartd or contributed and the &Oar& of the COVatiedE tut& totatnVise to be devoted thereto and to determine the persons to participate in any such plans and the amounts of their respective participation. h) To issue, or grant options for thepurpose of shares of stock of tbccorporation to officers and employees {including officers and employees who are also direness) of the corporation tad on such terns and COOditions 65.,1he Boat oftlirectois may front rime to time determine. i) To erttexirito contracts far MO illMagtesait of the business of the corporation for mans not exceeding five (5) years. • CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0094959 CONFIDENTIAL SDNY_GM_00241143 EFTA01390452