Common use of CLOSING OF TRANSFER BOOKS OR FIXING OF RECORD DATE Clause in Contracts

CLOSING OF TRANSFER BOOKS OR FIXING OF RECORD DATE. For the purpose of determining shareholders entitled to notice of or to vote at any meeting of shareholders or any adjournment thereof, or shareholders entitled to receive payment of any dividend, or in order to make a determination of shareholders for any other proper purpose, the Board of Directors of the corporation may provide that the stock transfer books shall be closed for a stated period but not to exceed, in any case, seventy (70) days. If the stock transfer books shall be closed for the purpose of determining shareholders entitled to notice of or to vote at a meeting of shareholders, such books shall be closed for at least ten (10) days immediately preceding such meeting. In lieu of closing the stock transfer books, the Board of Directors may fix in advance a date as the record date for any determination of shareholders, such date in any case to be not more than seventy (70) days and, in case of a meeting of shareholders, not less than ten (10) days prior to the date on which the particular action, requiring such determination of shareholders, is to be taken. If the stock transfer books are not closed and no record date is fixed for the determination of shareholders entitled to notice of or to vote at a meeting of shareholders, or shareholders entitled to receive payment of a dividend, the date on which notice of the meeting is mailed or the date on which resolution of the Board of Directors declaring such dividend is adopted, as the case may be, shall be the record date for such determination of shareholders. When a determination of shareholders entitled to vote at any meeting of shareholders has been made as provided in this section, such determination shall apply to any adjournment thereof.

CLOSING OF TRANSFER BOOKS OR FIXING OF RECORD DATE. For The Board of Directors may set, in advance, a record date for the purpose of determining shareholders stockholders entitled to notice of or to vote at any meeting of shareholders stockholders or any adjournment thereof, or shareholders determining stockholders entitled to receive payment of any dividenddividend or the allotment of any other rights, or in order to make a determination of shareholders stockholders for any other proper purpose. Such date, in any case, shall not be prior to the close of business on the day the record date is fixed and shall be not more than 90 days, and in the case of a meeting of stockholders not less than ten days, before the date on which the meeting or particular action requiring such determination of stockholders of record is to be held or taken. In lieu of fixing a record date, the Board of Directors of the corporation may provide that the stock transfer books shall be closed for a stated period but not to exceed, in any case, seventy (70) longer than 20 days. If the stock transfer books shall be are closed for the purpose of determining shareholders stockholders entitled to notice of or to vote at a meeting of shareholdersstockholders, such books shall be closed for at least ten (10) days immediately preceding before the date of such meeting. In lieu of closing the stock transfer books, the Board of Directors may fix in advance a date as the If no record date for any determination of shareholders, such date in any case to be not more than seventy (70) days and, in case of a meeting of shareholders, not less than ten (10) days prior to the date on which the particular action, requiring such determination of shareholders, is to be taken. If fixed and the stock transfer books are not closed and no record date is fixed for the determination of shareholders stockholders, (a) the record date for the determination of stockholders entitled to notice of or to vote at a meeting of shareholders, or shareholders entitled to receive payment stockholders shall be at the close of a dividend, business on the date day on which the notice of the meeting is mailed or the date on which resolution of the Board of Directors declaring such dividend is adopted, as the case may be, shall be the record date for such determination of shareholders. When a determination of shareholders entitled to vote at any meeting of shareholders has been made as provided in this section, such determination shall apply to any adjournment thereof.of