BOARD RESOLUTION No.

1
Special Board of Directors Meetings
July 20 2021

WHEREAS, XYZ Corporation, A corporation duly constituted under the laws of the Philippines
with its headquarters located in Cebu City Philippines is engaged in the Real Estate Business.

WHEREAS, for a number of weeks the market value of real properties have dropped down in the
areas of uptown Cebu due to the Covid-19 Pandemic

WHEREAS, On March 20 2021 XYZ Corporation has received a call through its Corporate
Secretary Nida Vlanco, from ABC Land Holdings Corporation represented by its Corporate
Secretary Nora Auwnor offering the sale of a 2 hectare property located in Barangay Guadalupe
Cebu City.

WHEREAS, XYZ Corporation is a Corporation engaged in the Real Estate Business made a
decision after the board meeting conducted on April 2 2021.

WHEREAS, XYZ Corporation through its Board of Directors made a Vote to purchase the said
property by the majority of its members present in the meeting constituting a quorum.

NOW THEREOF, for and in consideration of the foregoing, it is hereby duly approved and
seconded, that:

RESOLVE AS IT IS HEREBY RESOLVED, That XYZ Corporation through its Board of

Directors has approved the purchase of the 2 hectare property owned by ABC Land Holdings
Corporation located in Barangay Guadalupe Cebu City

RESOLVE FURTHER, that the Board of Directors authorized its President Rafael Caro
Quintero to Negotiate and Represent in behalf of XYZ Corporation

RESOLVE FINALLY, that the Signature of the Authorized Person above is Necessary to
constitute the sale and effect the transaction of the Corporation

SPECIMEN SIGNATURE

1. MR. RAFAEL CARO QUINTERO - ____________________

PRESENT AND APPROVED BY

DIRECTOR DONALD JONES - ________________________

DIRECTOR RAFAEL CONSUL- _________________________

DIRECTOR ANDRES BROCIELLI- _________________________

DIRECTOR IVANKA KUSHNER- _________________________

SUBSCRIBED AND SWORN TO before me this 21th day of JULY 2021 at the City of
Cebu. Affiant exhibiting to me his Driver’s License Number GJKL 2000 issued on
January 20, 2021 at Cebu City

Doc. No. 7; NOTARY PUBLIC

Page. No.2; JAMES CHRISTIAN C. BACOLOD
Book No. 1; NOTRARY PUBLIC
Series of 2021; Until December 31 2021
Notarial Commission No. 03117
Roll of Attorney No. 11172020
IBP Member No. 011721, June 7, 2019, Cebu City Chapter
IBP Lifetime Member No. 207375, Cebu City
PTR No. 1717 Issued on June 7, 2019, at Cebu City
MCLE Compliance No. 5211727
Ayala Towers, Cebu City
REPUBLIC OF THE PHILIPPINES]
CITY OF CEBU ] S.S

SECRETARY’S CERTIFICATE

I, Nida Vlanco, Filipino of legal age, married a resident of Cebu City Philippines, after having
been duly sworn to in accordance with law, do hereby and depose and say that:

1. I am the Corporate Secretary of XYZ CORP. a corporation duly existing and by virtue of
the laws of the Philippines with principal office of Kasambagan, Cebu City

2. That on July 2021 during a Special Board of Directors Meeting were a quorum was
reached, the following resolution was passed and approved to wit:

“ RESOLVE AS IT IS HEREBY RESOLVED, That That XYZ Corporation

through its Board of Directors has approved the purchase of the 2 hectare property
owned by ABC Land Holdings Corporation located in Barangay Guadalupe Cebu
City”

“RESOLVE FURTHER, that the Board of Directors authorized its President Rafael
Caro Quintero to Negotiate and Represent in behalf of XYZ Corporation”

“RESOLVE FINALLY, that the Signature of the Authorized Person above is

Necessary to constitute the sale and effect the transaction of the Corporation”

SPECIMEN SIGNATURE

1. MR. RAFAEL CARO QUINTERO - ____________________

3. That the said resolution has not be revoked or amended to date.

FURTHER AFFIANT SAYETH NAUGHT.

Cebu City, Philippines. July 20 2021

NIDA VLANCO
CORPORATE SECRETARY
SUBSCRIBED AND SWORN TO before me this 21th day of JULY 2021 at the City of
Cebu. Affiant exhibiting to me his Driver’s License Number VVV 2169 issued on
February 14, 2021 at Cebu City

Doc. No. 8; NOTARY PUBLIC

Page. No.2; JAMES CHRISTIAN C. BACOLOD
Book No. 1; NOTRARY PUBLIC
Series of 2021; Until December 31 2021
Notarial Commission No. 03117
Roll of Attorney No. 11172020
IBP Member No. 011721, June 7, 2019, Cebu City Chapter
IBP Lifetime Member No. 207375, Cebu City
PTR No. 1717 Issued on June 7, 2019, at Cebu City
MCLE Compliance No. 5211727
Ayala Towers, Cebu City