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GOVERNANCE




              Section 3.4. NOTICE

              Written notice stating the place, day, and hour of the meeting and, in the case of a special meeting, the purpose or purposes for which
              the meeting is called, shall be delivered not less than ten (I0) nor more than sixty (60) days before the meeting, either personally or by
              first class mail, by or at the direction of the President, the Secretary, or the officer or persons calling the meeting to each shareholder
              of record entitled to vote at such meeting. If mailed, such notice shall be deemed to be delivered when deposited, postage prepaid, in   ABOUT HASKELL
              the United States mail addressed to the shareholder at his address as it appears on the stock transfer books of the corporation.
              Section 3.5. NOTICE OF ADJOURNED MEETINGS

              When a meeting is adjourned to another date, time or place, it shall not be necessary to give any notice of the adjourned meeting if the
              date, time and place to which the meeting is adjourned are announced at the meeting at which the adjournment is taken, and any business
              may be transacted at the adjourned meeting that might have been transacted on the original date of the meeting. If, the adjournment is for
              more than thirty (30) days or if, after the adjournment, the Board of Directors fixes a new record date for the adjourned meeting, a notice
              of the adjourned meeting shall be given as provided in Section 3.4 above, to each shareholder of record entitled to vote at such meeting.
              Section 3.6. WAIVER OF NOTICE                                                                                                   STRATEGIC VISION
              A shareholder may waive any notice required to be given to such shareholder, whether before or after the time stated in such
              notice, if a waiver thereof in writing, signed by the shareholder entitled to such notice, is delivered to the corporation for inclusion
              in the minutes or filing with the corporate records. Neither the business to be transacted at, nor the purpose of, any regular or
              special meeting of the shareholders need be specified in the written waiver of notice. Attendance of a shareholder at a meeting
              shall constitute a waiver of notice of such meeting, except when the shareholder attends a meeting for the express purpose of
              objecting, at the beginning of the meeting, to the holding of the meeting or the transacting of business at the meeting.

              Section 3.7. CLOSING OF TRANSFER BOOKS AND FIXING OF RECORD DATE
              a.  For the purpose of determining shareholders entitled to notice of or to vote at any meeting of shareholders or any adjournment thereof,   FINANCIALS
                 or entitled to receive payment of any dividend, or in order to make a determination of shareholders for any other purpose, the Board
                 of Directors may provide that the stock transfer books shall be closed for a stated period not to exceed, in any case, sixty ( 60) days.
              b.  In lieu of closing the stock transfer books, the Board of Directors may fix in advance a date as the record date
                 for any determination of shareholders, such date in any case to be not more than sixty (60) days prior to the
                 date on which the particular action requiring such determination of shareholders is to be taken.
              c.  If the stock transfer books are not closed and no record date is fixed for the determination of shareholders entitled to
                 notice of or to vote at an annual or special meeting of shareholders, the close of business on the day before the first
                 notice of the meeting is delivered to shareholders shall be the record date for such determination of shareholders.          GOVERNANCE
              d.  If the stock transfer books are not closed and no record date is fixed for the determination of shareholders entitled to receive a dividend,
                 the date on which the Board of Directors authorizes the dividend shall be the record date for such determination of shareholders.
              e.  When a determination of shareholders entitled to vote at any meeting of shareholders has been made as provided in this Section 3.7, such
                 determination shall apply to any adjournment thereof, unless the Board of Directors fixes a new record date for the adjourned meeting,
                 which the Board of Directors shall do if the adjourned meeting is more than thirty (30) days after the date fixed for the original meeting.
              Section 3.8. RECORD OF SHAREHOLDERS HAVING VOTING RIGHTS

              After fixing the record date for a shareholders meeting, the officer or agent having charge of the stock transfer books for shares of the   BOARD OF DIRECTORS
              corporation's stock shall prepare, at least ten (10) days before each meeting of shareholders or such shorter time as exists between the record
              date and the meeting, a complete alphabetical list of the shareholders entitled to vote at such meeting or any adjournment thereof, with
              the address of and the number and class and series, if any, of shares held by each. The list, for a period of ten (10) days prior to such meeting


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