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(Secretary's Certificate Designating Depositary Bank)

Republic of the Philippines)


Province of ____________________) S.S.
City/Municipality of _____________)
x-------------x
SECRETARY'S CERTIFICATE
KNOW ALL MEN BY THESE PRESENTS:
I, the undersigned Corporate Secretary of __Name of Corporation__, INC., a domestic corporation
duly organized and existing under and by virtue of the laws of the Republic of the Philippines, DO
HEREBY CERTIFY that at a (regular/special) meeting of the Board of Directors of said corporation
held at its principal office in _____________, Philippines on _____________, duly called for the
purpose, a quorum being present and acted throughout, the following resolutions were unanimously
adopted, and are now in full force and effect, to wit:
"RESOLVED, that __Name of Bank__ (_____________ Branch), be as it is hereby designated
depository of this corporation, the officers, agents and employees of this corporation be, and hereby
are, and each of them are hereby authorized to pay, encash or otherwise honor and charge to this
corporation any and all checks, notes, drafts, bills of exchange, acceptances, orders and other
instruments for the payment of money or the withdrawal of funds including those which may cause
an overdraft, when signed, made, drawn, accepted or endorsed on behalf of or in the name of this
corporation by the President, _____________ or Vice-President, _____________, and Treasurer
_____________."
"RESOLVED, FURTHER, that all the foregoing authorities shall and continue to be in full force and
effect until revoked or modified by written notice duly notarized actually received by bank at its
office, wherein the account of this corporation is then maintained, setting forth a resolution to that
effect certified to have been adopted by the Board of Directors of this corporation, provided that such
notice shall not be effective with respect to any exercise of said authorities prior to the receipt
thereof, nor with respect to any checks or other instruments for the payment of money or the
withdrawal of funds dated to the date of such notice."

IN WITNESS WHEREOF, I have hereunto affixed my signature this _____________ at


_____________, Philippines.
Corporate Secretary Attested to by:
President
(JURAT)

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