BOARD OF DIRECTORS' RESOLUTION AUTHORIZING PURCHASE OF DEATH BENEFIT CONTRACT
Upon a duly made, seconded and unanimously adopted motion, the Board of Directors of this Corporation adopted the following resolution: WHEREAS, the Compensation Committee appointed by this Board of Directors has presented the Board with its recommendation that the Board authorizes the creation of a death benefit for employees and officers who have been in the employ of the Corporation for at least [N] years, it is hereby: RESOLVED, that the recommendation of the Compensation Committee in its report dated [DATE], a copy of which the Secretary of the Corporation is directed to attach to the minutes of this meeting, be and hereby is adopted, and the President of this Corporation is hereby directed to advise employees, in writing, that a death benefit in the amount of [N] Dollars ($[N]) will be paid to the estate of every employee who (1) is employed by the Corporation at the time of his or her death and (2) at the time of his or her death (a) had been employed by the Corporation for at least the previous [N] years or (b) had retired and was receiving benefits under the Corporation's retirement program. The undersigned, [N], certifies that I am the duly appointed Secretary of [COMPANY NAME] Corporation and that the above is a true and correct copy of a resolution duly adopted at a meeting of the Directors thereof, convened and held in accordance with law and the Bylaws of said Corporation on [DATE], and that such resolution is now in full force and effect. IN WITNESS THEREOF, I have affixed my name as Secretary of [COMPANY NAME] Corporation.
Dated: [DATE]
____________________ Secretary