Manner of Adoption and Vote. Section 1. At a meeting of the Board of Directors on October 26, 2003, the foregoing Amendment to the Corporation’s Articles of Incorporation was adopted by the Board of Directors. The Board of Directors submitted the Amendment, together with its recommendation for approval and adoption, to the shareholders of the Corporation. Section 2. The foregoing Amendment to the Corporation’s Articles of Incorporation required shareholder approval. At a special meeting of the shareholders of the Corporation called by its Board of Directors and held on , 2004, the shareholders of the Corporation entitled to vote in respect to the foregoing Amendment approved and adopted the proposed Amendment. The result of such vote is as follows: Designation of Each Voting Group Common Stock, $0.01 par value per share, Voting as a Single Class Number of Outstanding Shares Number of Votes Entitled to be Cast Number of Votes Represented at Meeting Shares Voted in Favor Shares Voted Against The number of votes cast in favor the Amendment was sufficient for approval thereof pursuant to all applicable provisions of the IBCL. Section 3. The manner of the adoption of the Amendment to the Corporation’s Articles of Incorporation and the vote by which it was adopted constitute full legal compliance with the provisions of the IBCL and the Corporation’s Articles of Incorporation and By-Laws.
Appears in 1 contract
Sources: Merger Agreement (Anthem Inc)
Manner of Adoption and Vote. Section 1. At a meeting of the Board of Directors on October 26, 2003, the foregoing Amendment to the Corporation’s 's Articles of Incorporation was adopted by the Board of Directors. The Board of Directors submitted the Amendment, together with its recommendation for approval and adoption, to the shareholders of the Corporation.
Section 2. The foregoing Amendment to the Corporation’s 's Articles of Incorporation required shareholder approval. At a special meeting of the shareholders of the Corporation called by its Board of Directors and held on , 2004, the shareholders of the Corporation entitled to vote in respect to the foregoing Amendment approved and adopted the proposed Amendment. The result of such vote is as follows: Designation of Each Voting Group Common Stock, $0.01 par value per share, Voting as a Single Class Number of Outstanding Shares Number of Votes Entitled to be Cast Number of Votes Represented at Meeting Shares Voted in Favor Shares Voted Against The number of votes cast in favor the Amendment was sufficient for approval thereof pursuant to all applicable provisions of the IBCL.
Section 3. The manner of the adoption of the Amendment to the Corporation’s 's Articles of Incorporation and the vote by which it was adopted constitute full legal compliance with the provisions of the IBCL and the Corporation’s 's Articles of Incorporation and By-Laws.
Appears in 1 contract
Sources: Merger Agreement (Wellpoint Health Networks Inc /De/)