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Republic of the Philippines)

Makati City ) S.S.

SECRETARY’S CERTIFICATE

I, ___________, of legal age, Filipino, with residence address at ________________,


after having been sworn in accordance with law, do hereby depose and state that:

1. I am the duly elected and incumbent Corporate Secretary of ____________


(the “Corporation”), a corporation duly organized and existing under
Philippine laws, with principal office and place of business at
____________;

2. As the Corporate Secretary, I am the custodian of the corporate records of


the Corporation including the minutes of the meetings of the Board of
Directors and the Stockholders;

3. At the organizational meeting of the Board of Directors of the Corporation


duly held on _________________, at which meeting, a quorum was present
and acted throughout, the following resolutions were adopted and
approved:

Board Resolution No. ________

“RESOLVED, as it is hereby resolved, that the Board of


Directors of ___________ (“Corporation”) hereby authorizes, as it
hereby authorized, the registration of the Corporation and the
application for the issuance of the Authority To Print with the
Bureau of Internal Revenue (“BIR”);

RESOLVED, FURTHER, that the Corporation hereby


appoints and authorizes the law firm of ____________ including
its lawyers and paralegal, namely ______________, to make or
file the necessary applications for registration with the BIR,
delegate authorization, and to make, sign or execute any and all
contracts, papers or documents deemed appropriate or necessary to
implement the foregoing;

RESOLVED, FINALLY, that the foregoing


resolutions remains valid and subsisting and are in full force and
effect unless otherwise revoked in writing by a subsequent
resolution adopted by the Board of Directors.”

4. The above Board Resolution is still in full force and effect.

1
IN WITNESS WHEREOF, I have hereunto set my hand this _________ in
Makati City.

__________________________________
name
Corporate Secretary

SUBSCRIBED AND SWORN to before me this ________________ in Makati City,


affiant exhibited to me his TIN _________________.

Doc. No. _____


Page No. _____
Book No. _____
Series of 2021.

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