SEC Filings


8-K
CUMMINS INC filed this Form 8-K on 02/13/2019
Entire Document
 

ARTICLE 4
OFFICERS
Section 4.1 Designation and Selection.  The Board of Directors shall elect as officers of the Corporation a Chairman of the Board and a Chief Executive Officer.  The Chief Executive Officer shall appoint a Secretary and such other officers of the Corporation as the Chief Executive Officer deems appropriate, which appointments shall be presented to the Board of Directors for ratification.
Section 4.2 Duties and Functions.
(a) Chairman of the Board.  The Chairman of the Board shall be a member of the Board of Directors and shall, when present, preside at all meetings of the Board of Directors and of the shareholders.  The Chairman of the Board shall perform such other duties and functions as may be assigned to the Chairman of the Board from time to time by the Board of Directors.
(b) Chief Executive Officer.  The Chief Executive Officer may be a member of the Board of Directors and shall perform such other duties and functions as may be assigned from time to time by the Board of Directors.
(c) Secretary.  The Secretary shall keep a record of proceedings at all meetings of the Board of Directors and of the shareholders, shall have custody of the corporate records and seal of the Corporation, shall be responsible for authenticating records of the Corporation, and shall perform such other duties and functions as may be assigned to the Secretary from time to time by the Chairman of the Board.
(d) Other Officers.  Each other officer appointed by the Chairman of the Board shall have and perform such powers, duties and functions as may be assigned to such officer from time to time by the Board of Directors, the Chairman of the Board or the Chief Executive Officer.
Section 4.3 Removal.  The Board of Directors may remove any officer at any time with or without cause by resolution adopted by a majority of the whole Board of Directors.  An officer appointed by the Chairman of the Board may also be removed at any time, with or without cause, by the Chairman of the Board.
Section 4.4 Resignations.  Any corporate officer may resign at any time by delivering written notice thereof to the Board of Directors, the Chairman of the Board or the Secretary.  Such resignation shall take effect at the time delivered unless a later time is specified therein.  The acceptance of such resignation shall not be necessary to make it effective.
Section 4.5 Compensation.  The Board of Directors shall fix the salary and other compensation for officers of the Corporation who are also Directors of the Corporation and may delegate to the Chairman of the Board authority to fix salaries and other compensation of all remaining officers of the Corporation.
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