Corporate Special Resolutions

Corporate Special Resolutions

Corporation Identification

Corporation Name:

Corporate Registration Number:

Jurisdiction of Incorporation:

Meeting Details

Type of Meeting: Special Meeting Written Resolution Board Meeting

Meeting Date:

Recitals (WHEREAS)

WHEREAS, notice of the meeting was duly given or waived in accordance with the corporation's bylaws and applicable law, and a quorum was present; and

WHEREAS, the board of directors or the shareholders, as applicable, have determined it is in the best interests of the corporation to adopt the special resolutions set forth herein;

WHEREAS, these resolutions were proposed at the meeting held on and considered by the required voting body.

Resolutions

The following special resolutions were submitted for consideration and action. For each resolution, indicate adoption by marking the box and provide the full text or particulars below.

Adopted Effective Date:

Adopted Effective Date:

Adopted Effective Date:

Vote Tally and Adoption

For each resolution, supply the numerical vote totals and state whether the resolution met the required statutory or bylaw majority.

Authority and Effect

RESOLVED, that each of the officers of the corporation is authorized and directed to take all actions necessary or desirable to carry out and give effect to the foregoing resolutions, including execution and delivery of any instruments, agreements, notices, filings, or certificates required by law or regulation.

Governing Law

This resolution and any actions taken under it shall be governed by and construed in accordance with the laws of

Entire Resolution

This instrument constitutes the final written record of the special resolutions adopted as of the dates indicated above and supersedes any prior inconsistent oral or written communications with respect to the matters resolved herein.

Certification

I hereby certify that the foregoing is a true copy of special resolutions duly adopted by the appropriate voting body of the corporation on the dates set forth above in accordance with the corporation's articles and bylaws and applicable law, and that such resolutions remain in full force and effect as of the date of this certification unless otherwise noted below.

Date of Certification:

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