Circuit City 2007 Annual Report Download - page 68

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necessary, each of whom shall hold office for such period as the Board of Directors may from time to time determine. The Board of Directors
may delegate to any principal officer the power to appoint and to remove any such subordinate officers, agents or employees.
Section 4.
Removal . Except as otherwise permitted with respect to subordinate officers, any officer may be removed,
with or without cause, at any time, by resolution adopted by the Board of Directors; provided that no such removal shall alter, void or otherwise
effect any change in any written contractual relationship between the Corporation and any such officer thus removed from office.
Section 5.
Resignations . Any officer may resign at any time by giving written notice to the Board of Directors (or to a
principal officer if the Board of Directors has delegated to such principal officer the power to appoint and to remove such officer). The
resignation of any officer shall take effect upon receipt of notice thereof or at such later time as shall be specified in such notice; and unless
otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective.
Section 6.
Powers and Duties . The officers of the Corporation shall have such powers and perform such duties
incident to each of their respective offices and such other duties as may from time to time be conferred upon or assigned to them by the Board of
Directors.
ARTICLE V
GENERAL PROVISIONS
Section 1.
Fixing the Record Date . (a) In order that the Corporation may determine the stockholders entitled to notice
of or to vote at any meeting of stockholders or any adjournment thereof, the Board of Directors may fix a record date, which record date shall not
precede the date upon which the resolution fixing the record date is adopted by the Board of Directors, and which record date shall not be more
than 60 nor less than 10 days before the date of such meeting. If no record date is fixed by the Board of Directors, the record date for
determining stockholders entitled to notice of or to vote at a meeting of stockholders shall be at the close of business an the day next preceding
the day on which notice is given, or, if notice is waived, at the close of business on the day next preceding the day on which the meeting is held.
A determination of stockholders of record entitled to notice of or to vote at a meeting of stockholders shall apply to any adjournment of the
meeting; provided that the Board of Directors may fix a new record date for the adjourned meeting.
(b)
In order that the Corporation may determine the stockholders entitled to consent to corporate action in writing
without a meeting, the Board of Directors may fix a record date, which record date shall not precede the date upon which the resolution fixing
the record date is adopted by the Board of Directors, and which date shall not be more than 10 days after the date upon which the resolution
fixing the record date is adopted by the Board of Directors. If no record date has been fixed by the Board
8