Republic of the Philippines )

__________________________ ) S.S.

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SECRETARY’S CERTIFICATE

KNOW ALL MEN BY THESE PRESENTS:

I, (Name of Corporate Secretary) , single, Filipino, of legal age, with

business address at _________________________________, after having
been duly sworn to an oath in accordance with law, hereby depose and
say:

That I am the Corporate Secretary of (name of the corporation), a

corporation duly organized, registered and existing under and by virtue of
the Republic of the Philippines;

In a special meeting of the Board of Directors of the Corporation held

on (date of meeting) held at (place where the meeting took place), duly
called for the purpose, a quorum being present and acted throughout, the
following was unanimously passed and approved, to wit: