United Airlines 2012 Annual Report Download - page 195

(D) As to any business other than nominations for election of Directors that a Proposing Person proposes to bring before an annual meeting:
(i) a reasonably brief description of the business desired to be brought before the annual meeting, the reasons for conducting such
business at the annual meeting and any material interest in such business of any Proposing Person;
(ii) the text of the proposal or business (including the text of any resolutions proposed for consideration); and
(iii) a reasonably detailed description of all agreements, arrangements and understandings (x) between or among any of the Proposing
Persons and (y) between or among any Proposing Person and any other record or beneficial owner of capital stock of the
Corporation (including their names) in connection with the proposal of such business by such Stockholder.
(4) A Stockholder providing notice of a proposed nomination for election to the Board or other business proposed to be brought before a meeting
(whether given pursuant to paragraph (a)(2) or paragraph (b) of this Section 2.10) shall further update and supplement such notice, if necessary, so that
the information provided or required to be provided in such notice shall be true and correct as of the record date for the meeting and as of the date that is
ten business days prior to the meeting or any adjournment or postponement thereof, and such update and supplement shall be delivered to, or mailed
and received by, the Secretary at the principal executive offices of the Corporation not later than five business days after the record date for the meeting
(in the case of the update and supplement required to be made as of the record date), and not later than eight business days prior to the date for the
meeting or, if practicable, any adjournment of postponement thereof (and, if not practicable, on the first practicable date prior to the date to which the
meeting has been adjourned or postponed) (in the case of the update and supplement required to be made as of ten business days prior to the meeting or
any adjournment or postponement thereof). The Corporation may also require any proposed nominee for election to the Board to furnish such other
information (i) as may be reasonably required by the Corporation to determine the eligibility of such proposed nominee to serve as an independent
Director of the Corporation in accordance with the Corporation’s corporate governance guidelines as then in effect or (ii) that could be material to a
reasonable Stockholder’s understanding of the independence, or lack thereof, of such proposed nominee.
(5) Notwithstanding anything in paragraph (a)(2) of this Section 2.10 to the contrary, in the event that the number of Directors to be elected to the
Board at the annual meeting is increased and there is no public announcement by the Corporation naming all of the nominees for Director or specifying
the size of the increased Board made by the Corporation at least ten days before the last day a Stockholder could otherwise deliver a
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