United Airlines 2012 Annual Report Download - page 204

5.7 President. The President, if not designated as Chief Executive Officer of the Corporation, shall perform such duties as are delegated by the Board,
the Chairman or the Chief Executive Officer. In the event of an absence, disability or vacancy in the office of the Chief Executive Officer, the President shall
act in the place of the Chief Executive Officer with authority to exercise all his or her powers and perform his or her duties.
5.8 Vice Chairmen. The Board may elect one or more officers designated as the Vice Chairman, but the appointment of one or more Vice Chairmen
shall not be required. If one or more Vice Chairmen shall be elected, then each Vice Chairman shall have such powers and perform all such duties and services
as may be assigned to or required of them, from time to time, by the Board, the Chairman or the Chief Executive Officer, respectively. In the event of the
absence or disability of both the Chairman and the Chief Executive Officer, the President may designate one of the Vice Chairmen, or one of the several Vice
Presidents, to act in his or her place with authority to exercise all of his or her powers and perform his or her duties, provided that the Board may change such
designation, or if the President fails or is unable to make such designation, the Board may make such designation at a regular or special meeting called for that
purpose.
5.9 Vice Presidents and Other Officers. The several Vice Presidents and other elected officers, including, without limitation, the General Counsel,
shall perform all such duties and services as shall be assigned to or required of them, from time to time, by the Board, or the Chief Executive Officer,
respectively. In the event of the absence or disability of both the Chairman and the Chief Executive Officer, the President may designate one of the Vice
Chairmen, or one of the several Vice Presidents, to act in his or her place with authority to exercise all of his or her powers and perform his or her duties,
provided that the Board may change such designation, or if the President fails or is unable to make such designation, the Board may make such designation
at a regular or special meeting called for that purpose.
5.10 Secretary. The Secretary shall attend to the giving of notice of all meetings of Stockholders and the Board and shall keep and attest true records of
all proceedings thereat. He or she shall have charge of the corporate seal and have authority to attest any and all instruments or writings to which the same may
be affixed. He or she shall keep and account for all books, documents, papers and records of the Corporation, except those which are directed to be in charge
of the Treasurer, and he or she may delegate responsibility for maintaining the stock ledger to any transfer agent or registrar appointed by the Board. He or she
shall have authority to sign stock certificates and shall generally perform all the duties usually appertaining to the office of secretary of a corporation. In the
absence of the Secretary, an Assistant Secretary or Secretary pro tempore shall perform his or her duties.
5.11 Treasurer. The Treasurer, if any, shall be responsible for the collection, receipt, care, custody and disbursement of the funds of the Corporation
and shall deposit or cause to be deposited all funds of the Corporation in and with such depositories as the Board shall, from time to time, direct. He or she
shall have the care and custody of all securities owned by the Corporation, and shall deposit such securities with such banks or in such safe deposit vaults,
and under such controls, as the Board shall, from time to time, direct. He or she shall disburse funds of the Corporation on the basis of vouchers properly
approved for payment by the controller of the Corporation or his or her duly authorized representative. He or she shall be responsible for the maintenance of
detailed records of cash and security transactions and shall prepare such reports thereof as may be required. He or she shall have the power to sign stock
certificates and
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