Attached files
file | filename |
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8-K - FORM 8-K - SELECT MEDICAL HOLDINGS CORP | c05992e8vk.htm |
EX-3.2 - EXHIBIT 3.2 - SELECT MEDICAL HOLDINGS CORP | c05992exv3w2.htm |
EX-10.2 - EXHIBIT 10.2 - SELECT MEDICAL HOLDINGS CORP | c05992exv10w2.htm |
EX-10.1 - EXHIBIT 10.1 - SELECT MEDICAL HOLDINGS CORP | c05992exv10w1.htm |
EX-99.1 - EXHIBIT 99.1 - SELECT MEDICAL HOLDINGS CORP | c05992exv99w1.htm |
Exhibit 3.1
AMENDMENT NO. 1 TO THE
AMENDED AND RESTATED BYLAWS OF
SELECT MEDICAL HOLDINGS CORPORATION
AMENDED AND RESTATED BYLAWS OF
SELECT MEDICAL HOLDINGS CORPORATION
This is an Amendment dated September 13, 2010 (the Amendment) to the Amended and
Restated Bylaws (the Bylaws) of Select Medical Holdings Corporation, a Delaware
corporation (the Corporation).
Background
The Board of Directors (the Board) of the Corporation wishes to amend the Bylaws to
provide that the officers of the Corporation may include one or more Presidents, as the Board shall
designate in its discretion.
Amendment
1. Sections 4.1, 4.9 and 4.10 of Article IV of the Bylaws are hereby amended and restated in their
entirety as follows:
Section 4.1 Number. The officers of the Corporation shall be designated by
the Board of Directors and shall include such officers as the Directors may from
time to time determine, which officers may (but need not) include a Chairman of the
Board (who may or may not be an Executive Chairman), a Vice Chairman of the Board, a
Chief Executive Officer, one or more Presidents (and in the case of each such
President, with such descriptive title, if any, as the Directors shall deem
appropriate), one or more Vice Presidents (and in the case of each such Vice
President, with such descriptive title, if any, as the Directors shall deem
appropriate), a Secretary, an Assistant Secretary and a Treasurer. The Board of
Directors also may elect one or more other officers as the Board of Directors may
determine. Any number of offices may be held by the same person. No officer need
be a Director of the Corporation.
Section 4.9 Presidents. Each President that is designated by the Board of
Directors shall generally assist the Chief Executive Officer and shall have such
powers and perform such duties and services as shall from time to time be prescribed
or delegated to him or her by the Chief Executive Officer or the Board of Directors.
In the absence or disability of the Chief Executive Officer, the Board of Directors
shall appoint one President to exercise the powers and perform the duties of the
Chief Executive Officer.
Section 4.10 Vice Presidents. Each Vice President that is designated by the
Board of Directors shall generally assist one or more Presidents and shall have such
powers and perform such duties and services as shall from time to time be prescribed
or delegated to him or her by one or more of the Presidents or the Board of
Directors.
2. Any and all references to the President in Section 3.6 of Article III, Sections 4.4,
4.11(h), 4.13 and 4.14 of Article IV, Section 5.1 of Article V and Sections 8.3, 8.4, 8.5,
8.6 and 8.7 of Article VIII of the Bylaws are hereby replaced with references to any
President.
3. Except as amended hereby, the Bylaws shall continue in effect in accordance with their
terms.