ELLINGTON INDUSTRIES
Minutes
Meeting of the Board of Directors
September 3 2007
Present: D. Ellington (President), C. Basie (Treasurer), F. Green (CFO), T. Jones, N. Hefti, E. Fitzgerald, C. Porter (Secretary)
A quorum of the Directors being in attendance, the meeting was called to order.
President's report
The President gave a summary of the corporation's activities since the previous meeting of the Board of Directors.
Financial report
The Treasurer, assisted by the Chief Financial Officer, gave an overview of the Corporation's position.
RESOLUTION
Adoption of minutes
Upon a properly made and seconded motion it was unanimously resolved to adopt the minutes of the board of directors meeting held on January 3 2007.
RESOLUTION
Authority to conduct negotiations
The President has been approached by MILLER Corporation with a view to negotiating a merger with this Corporation. The board wishes to authorize the President to conduct such relevant negotiations.
Upon a properly made and seconded motion, and upon a majority vote, it was resolved that the President is authorized to negotiate an agreement with MILLER Corporation for submission to the shareholders of this Corporation. Ms. Fitzgerald abstained from the vote on this motion. Mr. Basie voted against it.
Adjournment
Upon a properly made and seconded motion, it was unanimously resolved to adjourn the meeting.
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