REPUBLIC OF THE PHILIPPINES )

___________ ) S.S

SECRETARY’S CERTIFICATE

I, _____________ (name), Filipino, of legal age, and with address at

_________________________, after having been duly sworn in accordance with law,
hereby depose and state that-

1. .I am the Corporate Secretary of ___________________.,Incorporated, a

corporation duly organized and existing under the laws of the Philippines with
office address at ___________________________.

2. As Corporate Secretary of the aforementioned corporation I have custody of

its corporate records.

3. At a special meeting of the Board of Directors of ___________________,

Incorporated held ___________________ at the above-mentioned office
address during which meeting the required quorum was met, the following
resolution was passed and unanimously approved –

“ xxxxxxxxxxxxxxxxxxxxx “

4. The aforementioned resolution passed and approved by the Board of Directors

remains in full force and effect and has not been superseded by any
subsequent act of the Board of Directors.

IN WITNESS WHEREOF, I have hereunto set forth my hand this

________________ (date).

(signature)
Corporate Secretary

SUBSCRIBED AND SWORN to before me, a Notary Public in the City of ________
with the affiant exhibiting to me his __________________ (ID Type and No.) issued
on ____________ at _____________.

WITNESS MY HAND AND SEAL

Notary Public

Doc. No. _____

Page No. _____
Book No._____
Series of 20__.