Repository: UIHistories Project: Board of Trustees Minutes - 1960 [PAGE 233]

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BOARD OF TRUSTEES

[December 17

of the meeting and in general terms the business to be submitted, shall be given by the University to the Trustee who shall mail a copy of such notice, postage prepaid, not less than thirty (30) nor more than sixty (60) days before such meeting, ( a ) to each registered owner of Bonds then outstanding, at his address, appearing upon the books of registration, and ( b ) to each holder of any Bond payable to bearer who shall have filed with the Trustee as Bond Registrar an address for notices, and such notice shall be published by the University at least once a week for two (2) successive weeks in a daily newspaper published in the English language and having a general circulation in the City of Chicago, State of Illinois, and also by similar publication in a financial newspaper published in the Borough of Manhattan, in the City of New York, State of New York, the first publication to be not less than thirty (30) nor more than sixty (60) days prior to the meeting; provided, however, that the mailing of such notice shall in no case be a condition precedent to the validity of any action taken at any such meeting. SECTION 11.03. Attendance in Person or by Proxy. Attendance and voting by Bond holders at such meeting may be in person or by proxy. Owners of Registered Bonds may, by an instrument in writing under their hands, appoint any person as their proxy to vote at any meeting for them. In order that holders of Bonds payable to bearer or their proxies may attend and vote without producing their Bonds, the University may make and from time to time vary such regulations as it shall think proper for the deposit of Bonds with, or exhibit of Bonds to, any banks or trust companies wherever situated, and for the issue by them, to the persons depositing or exhibiting such Bonds, of certificates in form approved by the University which shall constitute proof of ownership entitling the holders thereof to be present and vote at any such meeting and to appoint proxies to represent them and vote for them at any such meeting in the same way as if the persons so present and voting, either personally or by proxy, were the actual bearers of the Bonds in respect of which such certificates shall have been issued, and any regulations so made shall be binding and effective. Copies of such regulations shall be kept on file in the offices of the Trustee in Chicago, Illinois, and the Secretary of the University. Any registered owner of Bonds or any holder of a certificate provided for in this Section 11.03 shall be entitled in person or by proxy to attend and vote at such meeting as holder of the Bonds registered or certified in his name, without producing such Bonds. All others seeking to attend or vote at such meeting in person or by proxy must produce the Bonds claimed to be owned or represented at such meeting, and all persons seeking to attend or vote at such meeting in person or by proxy shall, if required, produce such further proof of Bond ownership or personal identity as shall be satisfactory to the University. All proxies presented at any meeting shall be delivered to the inspectors of votes and filed with the University. SECTION 11.04. Amendments by Written Consent of Bond Holders. The University may at any time adopt a valid resolution amending the provisions of the Bonds or of this Resolution or of any resolution supplemental hereto, to the extent

that such an amendment is permitted by the provisions of Section 11.01, to take

effect when and as provided in this Section. A copy of such resolution, together with a request of the University to Bond holders for their consent thereto, shall be mailed by the Trustee to each registered owner of Bonds and notice of the adoption thereof shall be published in the manner provided in Section 11.02 for the mailing and publication referred to in that Section (but failure to mail copies of such resolution and request shall not affect the validity of the resolution when assented to as in this Section provided). Such resolution shall not be effective unless and until there shall have been filed with the Trustee the written consents of the percentage of holders of outstanding Bonds specified in Section 11.01. Each such consent shall be effective only if accompanied by proof of ownership of the Bonds for which such consent is given, which proof shall be such as is permitted by Section 11.03. Any such consent shall be binding upon the holder of the Bonds giving such consent and on any subsequent holder of such Bonds (whether or not such subsequent holder has notice thereof). SECTION 11.05. Supplemental Resolutions or Amendments Without Consent of Bond Holders. T h e Board of Trustees may from time to time and at any time, subject to the conditions and restrictions in this Resolution contained, but without