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Title: |
Bylaws |
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Date: |
2005 |
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Size: |
52KB total |
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Price: |
$41 |
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ID: |
#2424226 |
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BYLAWS
OF
MARKWEST ENERGY FINANCE CORPORATION
A Delaware Corporation
Date of Adoption: October 8, 2004
MARKWEST ENERGY FINANCE CORPORATION
BYLAWS
Table of Contents
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Page
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|---|---|---|---|---|
| Article I Offices |
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| Section 1. | Registered Office | 1 | ||
| Section 2. | Other Offices | 1 | ||
Article II Stockholders |
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| Section 1. | Place of Meetings | 1 | ||
| Section 2. | Quorum; Adjournment of Meetings | 1 | ||
| Section 3. | Annual Meetings | 1 | ||
| Section 4. | Special Meetings | 1 | ||
| Section 5. | Record Date | 2 | ||
| Section 6. | Notice of Meetings | 2 | ||
| Section 7. | Stock List | 2 | ||
| Section 8. | Proxies | 2 | ||
| Section 9. | Voting; Elections; Inspectors | 3 | ||
| Section 10. | Conduct of Meetings | 3 | ||
| Section 11. | Treasury Stock | 4 | ||
| Section 12. | Action Without Meeting | 4 | ||
Article III Board of Directors |
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| Section 1. | Power; Number; Term of Office | 4 | ||
| Section 2. | Quorum | 4 | ||
| Section 3. | Place of Meetings; Order of Business | 4 | ||
| Section 4. | First Meeting | 5 | ||
| Section 5. | Regular Meetings | 5 | ||
| Section 6. | Special Meetings | 5 | ||
| Section 7. | Removal | 5 | ||
| Section 8. | Vacancies; Increases in the Number of Directors | 5 | ||
| Section 9. | Compensation | 5 | ||
| Section 10. | Action Without a Meeting; Telephone Conference Meeting | 5 | ||
| Section 11. | Approval or Ratification of Acts or Contracts by Stockholders | 6 | ||
Article IV Committees |
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| Section 1. | Designation; Powers | 6 | ||
| Section 2. | Procedure; Meetings; Quorum | 6 | ||
| Section 3. | Substitution of Members | 6 | ||
Article V Officers |
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| Section 1. | Number, Titles and Term of Office | 7 | ||
| Section 2. | Salaries | 7 | ||
| Section 3. | Removal | 7 | ||
| Section 4. | Vacancies | 7 | ||
i
| Section 5. | Powers and Duties of the Chief Executive Officer | 7 | ||
| Section 6. | Powers and Duties of the Chairman of the Board | 7 | ||
| Section 7. | Powers and Duties of the President | 7 | ||
| Section 8. | Vice Presidents | 7 | ||
| Section 9. | Treasurer | 8 | ||
| Section 10. | Assistant Treasurers | 8 | ||
| Section 11. | Secretary | 8 | ||
| Section 12. | Assistant Secretaries | 8 | ||
| Section 13. | Action with Respect to Securities of Other Corporations | 8 | ||
Article VI Indemnification of Directors, Officers, Employees and Agents |
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| Section 1. | Right to Indemnification | 8 | ||
| Section 2. | Indemnification of Employees and Agents | 9 | ||
| Section 3. | Right of Claimant to Bring Suit | 9 | ||
| Section 4. | Nonexclusivity of Rights | 9 | ||
| Section 5. | Insurance | 10 | ||
| Section 6. | Savings Clause | 10 | ||
| Section 7. | Definitions | 10 | ||
Article VII Capital Stock |
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| Section 1. | Certificates of Stock | 10 | ||
| Section 2. | Transfer of Shares | 10 | ||
| Section 3. | Ownership of Shares | 11 | ||
| Section 4. | Regulations Regarding Certificates | 11 | ||
| Section 5. | Lost or Destroyed Certificates | 11 | ||
Article VIII Miscellaneous Provisions |
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| Section 1. | Fiscal Year | 11 | ||
| Section 2. | Corporate Seal | 11 | ||
| Section 3. | Notice and Waiver of Notice | 11 | ||
| Section 4. | Resignations | 11 | ||
| Section 5. | Facsimile Signatures | 12 | ||
| Section 6. | Reliance upon Books, Reports and Records | 12 | ||
Article IX Amendments |
ii
DELAWARE BYLAWS
OF
MARKWEST ENERGY FINANCE CORPORATION
Article I
Offices
Section 1. Registered Office. The registered office of the Corporation required by the General Corporation Law of the State of Delaware to be maintained in the State of Delaware, shall be the registered office named in the original Certificate of Incorporation of the Corporation, or such other office as may be designated from time to time by the Board of Directors in the manner provided by law. Should the Corporation maintain a principal office within the State of Delaware such registered office need not be identical to such principal office of the Corporation.
Section 2. Other Offices. The Corporation may also have offices at such other places both within and without the State of Delaware as the Board of Directors may from time to time determine or the business of the Corporation may require.
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