Intel 2001 Annual Report Download - page 30

Download and view the complete annual report

Please find page 30 of the 2001 Intel annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 62

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62

Section 2. Tenure and Duties of Officers.
(a) General
: All officers shall hold office at the pleasure of the Board of Directors and until their successors shall have been duly elected
and qualified, unless sooner removed. Any officer elected or appointed by the Board of Directors may be removed at any time by the Board of
Directors. If the office of any officer becomes vacant for any reason, the vacancy may be filled by the Board of Directors. Nothing in these
Bylaws shall be construed as creating any kind of contractual right to employment with the corporation.
(b) Duties of the Chairman of the Board of Directors : The Chairman of the Board of Directors shall preside at all meetings of the
stockholders and the Board of Directors. The Chairman of the Board of Directors shall perform such other duties and have such other powers
as the Board of Directors shall designate from time to time.
(c) Duties of President : The President shall preside at all meetings of the stockholders and at all meetings of the Board of Directors,
unless the Chairman of the Board of Directors has been appointed and is present. The President shall perform such other duties and have such
other powers as the Board of Directors shall designate from time to time.
9
(d) Duties of Vice Presidents : The Vice Presidents, in the order of their seniority, may assume and perform the duties of the President in
the absence or disability of the President or whenever the office of the President is vacant. The Vice President shall perform such other duties
and have such other powers as the Board of Directors or the President shall designate from time to time.
(e) Duties of Secretary : The Secretary shall attend all meetings of the stockholders and of the Board of Directors and any committee
thereof, and shall record all acts and proceedings thereof in the minute book of the corporation and shall keep the seal of the corporation in safe
custody. The Secretary shall give notice, in conformity with these Bylaws, of all meetings of the stockholders, and of all meetings of the Board
of Directors and any Committee thereof requiring notice. The Secretary shall perform such other duties and have such other powers as the
Board of Directors shall designate from time to time. The President may direct any Assistant Secretary to assume and perform the duties of the
Secretary in the absence or disability of the Secretary, and each Assistant Secretary shall perform such other duties and have such other powers
as the Board of Directors or the President shall designate from time to time.
(f) Duties of Chief Financial Officer and Treasurer : Each of the Chief Financial Officer and the Treasurer shall control, audit and
arrange the financial affairs of the corporation, consistent with the responsibilities delegated to each of them by the corporation's President. The
Chief Financial Officer or Treasurer, as the case may be, shall receive and deposit all monies belonging to the corporation and shall pay out the
same only in such manner as the Board of Directors may from time to time determine, and shall perform such other further duties as the Board
of Directors may require. It shall be the duty of the assistant treasurers to assist the Treasurer in the performance of the Treasurer's duties and
generally to perform such other duties as may be delegated to them by the Board of Directors.
ARTICLE V
Execution of Corporate Instruments, and
Voting of Securities Owned by the Corporation
Section 1. Execution of Corporate Instruments.
(a) The Board of Directors may, in its discretion, determine the method and designate the signatory officer or officers, or other person or
persons, to execute any corporate instrument or document, or to sign the corporate name without limitation, except where otherwise provided
by law, and such execution or signature shall be binding upon the corporation.
(b) Unless otherwise specifically determined by the Board of Directors or otherwise required by law, formal contracts of the corporation,
promissory notes, deeds of trust, mortgages and other evidences of indebtedness of the corporation, and other corporate instruments or
documents requiring the corporate seal, and certificates of shares of stock owned by the corporation, shall be executed, signed or endorsed by
the Chairman of the Board, the President, any Vice President or the Secretary. All other instruments and documents requiring the corporate
signature, but not requiring the corporate seal, may be executed as aforesaid or in such other manner as may be directed by the Board of
Directors.
(c) All checks and drafts drawn on banks or other depositaries on funds to the credit of the corporation, or in special accounts of the
corporation, shall be signed by such person or persons as the Board of Directors shall authorize so to do.
Section 2. Voting of Securities Owned by Corporation. All stock and other securities of other corporations owned or held by the
corporation for itself, or for other parties in any capacity, shall be voted, and all proxies with respect thereto shall be executed, by the person
authorized so to do by resolution of the Board of Directors or, in the absence of such authorization, by the Chairman of the Board (if there be
such an officer appointed), or by the President, or by any Vice President.