EX-4
from SC 13D/A
1 page
April 27, 2006 Gail Binderman, Mark Alexander and Sharon Zoffness as Trustees U/I Dtd April 13, 2004 By: /S/ Mark Alexander Mark Alexander Trustee Accepted and Agreed to as of the Date First Set Forth Above: Gail Binderman, Mark Alexander and Sharon Zoffness as Trustees U/I Dtd July 13, 2005 By: /S/ Gail Binderman Gail Binderman Trustee
12/34/56
EX-4
from SC 13D/A
1 page
April 27, 2006 Gail Binderman, Mark Alexander and Sharon Zoffness as Trustees U/I Dtd April 13, 2004 By: /S/ Mark Alexander Mark Alexander Trustee Accepted and Agreed to as of the Date First Set Forth Above: Gail Binderman, Mark Alexander and Sharon Zoffness as Trustees U/I Dtd July 13, 2005 By: /S/ Gail Binderman Gail Binderman Trustee
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EX-4.B
from S-3
1 page
Securities Resolution No. of Sequa Corporation I, , Secretary of Sequa Corporation (The "Company"), Do Hereby Certify That the Attached Is a True and Correct Copy of Securities Resolution No. Duly Adopted by the of the Company Pursuant to Authorization Delegated to Him by the Committee of the Board of Directors of the Company at a Meeting Called and Held on the Day of ; That a Quorum of Said Board Committee Was Present at Said Meeting and Voted Throughout; and I Do Further Certify That Said Resolution Has Not Been Rescinded and Remains in Full Force and Effect. in Witness Whereof, I Have Hereunto Set My Hand and Affixed the Corporate Seal of Sequa Corporation This Day of . By: Name: Title: [Corporate Seal] <page> [ ]% Senior Notes Due [ ] Securities Resolution No.[ ] of Sequa Corporation the Actions Described Below Are Taken by the Board of Directors (The "Board") of Sequa Corporation (The "Company"), or by an Officer or Committee of Officers Pursuant to Board Delegation, in Accordance With Resolutions Adopted by the Board as of [ ], Resolutions Adopted by the Committee of the Board as of [ ], and Section 2.02 of the Indenture Dated as of [ ] (The "Indenture") Between the Company and Bank of Montreal Trust Company, Trustee. Terms Used Herein and Not Defined Have the Same Meaning Given Such Terms in the Indenture. Resolved, That a New Series of Debt Securities Is Authorized as Follows: 1. the Title of the Series Is [ ]% Senior Notes Due [ ] ("Senior Notes"). 2. the Form of the Senior Notes Shall Be Substantially in the Form of Exhibit 1 Hereto. 3. the Senior Notes Shall Have the Terms Set Forth in Exhibit 1. 4. the Senior Notes Shall Be Sold to the Underwriter(s) Named in the Prospectus Supplement Dated [ ] on the Following Terms: Price to Public: Underwriting Discount: Closing Date: This Securities Resolution Shall Be Effective as of [ ]. E-2
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