EX-3.38.D 43 h84377exv3w38wd.htm EX-3.38.D exv3w38wd
Exhibit 3.38(d)
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APRIL 27, 2010 LOCAL CONCRETE SUPPLY & EQUIPMENT, LLC
MASTER MIX, LLC PEBBLE LANE ASSOCIATES, LLC
UNANIMOUS WRITTEN CONSENT OF THE MEMBER The undersigned, being the sole member (the “Member”) of each of the Companies listed on Exhibit A attached hereto (each a “Company” and collectively the “Companies”), hereby takes the following actions and adopts the following resolutions by written consent pursuant to the Limited Liability Company Agreement of each Company (each an “Operating Agreement”) and Section 18-302 of the Delaware Limited Liability Company Act (as amended from time to time, the “DLLCA”):
WHEREAS, it is deemed advisable and in the best interests of each Company that the Operating Agreement be amended;
WHEREAS, the Member may amend each Company’s Operating Agreement in accordance with Article X of the Operating Agreement;
RESOLVED, that each Operating Agreement is hereby amended by inserting the following provision: “Article XIII. Bankruptcy of the Member. Notwithstanding any
other provision of this Agreement, the bankruptcy of a Member (as defined in Sectoion 18-101 of the DLLCA) or any other event set
forth in Section 18-304 of the DLLCA shall not cause such member to cease to be a member of the Company and upon the
occurrence of such an event, the Company shall continue without dissolution.”
FURTHER RESOLVED, that all acts, actions and transactions relating to the matters contemplated by the foregoing resolutions done in the name of and on behalf of each Company, which acts would have been approved by the foregoing resolutions except that such acts were taken before these resolutions were certified, are hereby in all respects approved and ratified.
K&E 16765705.2

 


 

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This consent may be executed in as many counterparts as may be required; all counterparts shall collectively constitute one and the same consent.

 


 

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IN WITNESS WHEREOF, the undersigned has executed this Consent as of the date first written above. NYC CON RETE MATERIALS, LLC
By:/JY Name: Ct’MjLiieman
Its: .Pr4sitt at. Secretary

 


 

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EXHIBIT A LOCAL CONCRETE SUPPLY & EQUIPMENT, TIC
MASTER MIX, LLC PEBBLE LANE ASSOCIATES, LLC