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92010459 <br />THE BOC GROUP, INC. <br />CERTIFICATE OF ASSISTANT SECRETARY <br />I, PATRICIA E. FLEMING, HEREBY CERTIFY that I am the <br />duly appointed Assistant Secretary of The BOC Group, Inc. a <br />Delaware corporation, (hereinafter in this Certificate and in <br />the following resolution referred to as the "Corporation"); that <br />the following is a true and correct copy of a resolution duly <br />adopted by the Board of Directors of the Corporation pursuant to <br />a Consent dated July 29, 1977, and that the phrase "Airco New <br />York" in such resolution refers to Airco, Inc., a New York <br />corporation, which was merged into the Corporation as of August <br />3, 1977: <br />"RESOLVED, that all resolutions adopted by the <br />Board of Directors of Airco New York prior to the <br />time of the effectiveness of the merger of Airco <br />New York with and into the Corporation that relate <br />to the authorization of action to be taken by <br />officers and employees of Airco New York in <br />connection with the management of the business, <br />properties and affairs of Airco New York, <br />including, but not limited to, resolutions <br />relating to the opening of accounts at banks and <br />other financial institutions and the authorization <br />of banking transactions, shall upon the <br />effectiveness of such merger and until otherwise <br />provided by resolution of the Board of Directors <br />of the Corporation, be deemed to be resolutions of <br />the Board of Directors of the Corporation and <br />shall be applicable to the management of the <br />business, properties and affairs of the <br />Corporation, and should it be deemed necessary by <br />any third party that any such resolutions be <br />specifically adopted by the Corporation, they <br />shall be deemed so adopted when copies thereof are <br />annexed to this Consent." <br />