Disposition of Substantially All Corporate Property and Assets

Prior to insuring a transaction which involves the disposition of all or substantially all corporate property and assets, a certified copy of a corporate resolution of the Board of Directors should be obtained. Such resolution should certify that those executing the deed have been authorized to sell such corporate-owned property by affirmative vote given at a meeting of stockholders or by written consent of such stockholders of record, who hold a majority of the stock, and are entitled to vote on such matters.