HomeMy WebLinkAboutWritten Consent 1
WRITTEN CONSENT OF SOLE MEMBER
IN LIEU OF ANNUAL MEETING
OF
ADAM DEVELOPMENT PROPERTIES GP, L.L.C.
The undersigned, being the sole member of Adam Development Properties GP, L.L.C., a
Texas limited liability company (the "Company"), pursuant to the provisions of Article 2.23.B of
the Texas Limited Liability Company Act, does hereby waive notice of meeting and does hereby
adopt the following recitals and resolutions with the same force and effect as though adopted at
the annual meeting of such member, duly called and held:
RESOLVED, that, pursuant to Section 6 of the Regulations, the following persons are
elected to the office set forth opposite their respective names, to serve as such until such
officer's successor is elected or appointed and qualified or, if earlier, until such officer's
death, resignation, or removal from office:
Name Office
Donald A. Adam Chairman, Chief Executive Officer
Stephanie Adam Malechek President, Chief Operating Officer,
Secretary, Treasurer
Joel C. Ross Senior Vice President, General Counsel
Donna J. Adam Vice President, Assistant Secretary
Fred Sims Vice President
RESOLVED, that the Chairman and Chief Executive Officer, the President, Chief
Operating Officer, Secretary and Treasurer, and the Senior Vice President and General
Counsel, or their designee, are each authorized, individually and without joinder of any
other party, to execute and deliver on behalf of the Company, any and all instruments,
documents and agreements as any such officer deems necessary or desirable in connection
with the purchase, sale or conveyance by the Company of any real or personal property,
and to perform any and all such acts, and to execute and deliver on behalf of the
Company any other instrument, document or agreement, as such officer deems necessary
or desirable for the Company to carry on the business of the Company.
RESOLVED FURTHER, that all proceedings and actions of the officers of the Company
since the last annual meeting of the sole member of the Company are hereby ratified and
( approved in all respects.
IN WITNESS WHEREOF, the undersigned sole member of the Company has executed
this Consent to be effective as of the 31st day of December, 2008.
TAC T + ' HOLDINGS, L.L.C., a Texas
lien ed ; bility company
By:
D o ald A. Adam, Chief Executive Officer
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