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__________________ ) S.S.
SECRETARY'S CERTIFICATE
I, NEAL C. CRUZ, Filipino, of legal age, with office address at (Office Address of Corporate
Secretary), after having been duly sworn in accordance with law, hereby depose and state that:
1. I am the duly elected and incumbent Corporate Secretary of MMSC SERVICES CORP.
(the “Corporation”), a Philippine corporation with principal office at the (Address of the Corporation).
2. As Corporate Secretary, I have control and custody of all corporate records, including
minutes of stockholders and directors’ meetings.
3. I certify that at the meeting of the Board of Directors of the Corporation held on
October 21, 2022, at which a quorum was present and acting throughout, the following resolution was
duly passed and approved, to wit:
_________________________
with power to transmit instructions relating to the Corporation’s Ariba Account and
transactions related thereto, whether via letter correspondence, electronic mail,
telecopier (facsimile), and/or phone, provided that the Manila Water Group shall be
entitled but not bound to rely and act upon such communications which it believes to
be in good faith to be signed and authorized or apparently signed and/or authorized by
the authorized signatories of the Corporation.
RESOLVED, FURTHER, to ratify and confirm all acts done prior to and contemporaneous
with the authorities conferred herein.
RESOLVED, FINALLY, to declare that this Resolution shall continue to be in full force and
effect until the same has been superseded, modified and/or revoked by a resolution to
that effect, as subsequently adopted by the Board of Directors of the Corporation, duly
attested in a notarized certificate, issued by its duly-appointed Corporate Secretary and
conveyed in a written notice actually received by Manila Water Company, Inc. at its
principal office, provided that such notice shall not be effective with respect to any
exercise of said authorities prior to the receipt thereof, and that the Manila Water
Group is hereby authorized at all times to rely upon the latest notice, certificate or
communication received by it when so authenticated by the Corporate Secretary of the
Corporation.
4. The above-quoted resolution has not been amended, modified, revoked/cancelled, and
as of this date of certification, is in full force and effect.
5. The foregoing statements are true and correct and in accordance with the records of
the Corporation.
NEAL C. CRUZ
Corporate Secretary
SUBSCRIBED AND SWORN TO before me this ____ day of ________, at _____________, Philippines, by
affiant who is personally known to me, exhibiting to me his Government Issued I.D. No. __________ as
competent evidence of his identity.