GNC 2010 Annual Report Download - page 196

cause to be given notice of all meetings of the stockholders and special meetings of the Board of Directors, and if there be no Assistant
Secretary, then either the Board of Directors or the Chief Executive Officer may choose another officer to cause such notice to be given. The
Secretary shall have custody of the seal of the Corporation and the Secretary or any Assistant Secretary, if there be one, shall have authority to
affix the same to any instrument requiring it and when so affixed, it may be attested by the signature of the Secretary or by the signature of any
such Assistant Secretary. The Board of Directors may give general authority to any other officer to affix the seal of the Corporation and to attest
to the affixing by such officer's signature. The Secretary shall see that all books, reports, statements, certificates and other documents and
records required by law to be kept or filed are properly kept or filed, as the case may be.
Section 8 Treasurer. Except as the Board of Directors may otherwise determine, the Treasurer, if any, shall have the duties and
responsibilities set forth in this section. The Treasurer shall have the custody of the corporate funds and securities and shall keep full and
accurate accounts of receipts and disbursements in books belonging to the Corporation and shall deposit all moneys and other valuable effects
in the name and to the credit of the Corporation in such depositories as may be designated by the Board of Directors. The Treasurer shall
disburse the funds of the Corporation as may be ordered by the Board of Directors, taking proper vouchers for such disbursements, and shall
render to the Chief Executive Officer and the Board of Directors, at its regular meetings, or when the Board of Directors so requires, an account
of all transactions as Treasurer and of the financial condition of the Corporation. If required by the Board of Directors, the Treasurer shall give
the Corporation a bond in such sum and with such surety or sureties as shall be satisfactory to the Board of Directors for the faithful
performance of the duties of the office of the Treasurer and for the restoration to the Corporation, in case of the Treasurer's death, resignation,
retirement or removal from office, of all books, papers, vouchers, money and other property of whatever kind in the Treasurer's possession or
under the Treasurer's control belonging to the Corporation.
Section 9 Assistant Secretaries. Except as the Board of Directors may otherwise determine, the Assistant Secretary, if any, shall have the
duties and responsibilities set forth in this section. Assistant Secretaries, if there be any, shall perform such duties and have such powers as
from time to time may be assigned to them by the Board of Directors, the Chief Executive Officer, the President, any Vice President, if there be
one, or the Secretary, and in the absence of the Secretary or in the event of the Secretary's inability or refusal to act, shall perform the duties of
the Secretary, and when so acting, shall have all the powers of and be subject to all the restrictions upon the Secretary.
Section 10 Assistant Treasurers. Except as the Board of Directors may otherwise determine, the Assistant Treasurer, if any, shall have
the duties and responsibilities set forth in this section. Assistant Treasurers, if there be any, shall perform such duties and have such powers as
from time to time may be assigned to them by the Board of Directors, the Chief Executive Officer, the President, any Vice President, if there be
one, or the Treasurer, and in the absence of the Treasurer or in the event of the Treasurer's inability or refusal to act, shall perform the duties of
the Treasurer, and when so acting, shall have all the powers of and be subject to all the restrictions upon the Treasurer. If required by the
Board of Directors, an Assistant Treasurer shall give the Corporation a bond in such sum and with such surety or sureties as shall be
satisfactory to the Board of Directors for the faithful performance of the10