REPUBLIC OF THE PHILIPPINES )

___________________________ ) S.S.

SECRETARY’S CERTIFICATE

I, [Name of Corporate Secretary], [Nationality], of legal age and with address at [address],
after being duly sworn in accordance with law, do hereby certify that:

1. I am the duly elected Corporate Secretary of [Name of Corporation], a corporation

duly organized and existing under the laws of the Philippines, with office address at [office address]
(the “Corporation”);

2. I am the custodian of the corporate books and records of the Corporation, including
the Minutes and Resolutions of its Board of Directors;

3. At a duly constituted special meeting of the Board of Directors of the Corporation

held on [date of meeting], the following resolution was adopted and approved:

“RESOLVED, AS IT IS HEREBY RESOLVED, [Name of Corporation]

(the “Corporation”), is hereby authorized to enter into an agreement
or any equivalent or related arrangement thereof, such as but not
limited to, the Platform Use Agreement and Non-Disclosure
Agreement with NextEnterprises Inc. or any of its affiliates for the
use of the platform, NextPay;

“RESOLVED, AS IT HEREBY RESOLVED, that any [Quantity of

signatories to constitute a binding agreement] of the following
officers:

Name Position Specimen Signature

acting individually/jointly are hereby authorized to represent and

transact in behalf of the Corporation, execute all documents and/or
instruments necessary for such agreement and carry out all acts
necessary to implement this resolution;

“RESOLVED, AS IT HEREBY RESOLVED, that the authorized

representative/s, has/have the capacity to enter into the Platform
 Use Agreement, Non-Disclosure Agreement or any equivalent or
related arrangement thereof and its supplementing and
implementing agreement if any on behalf of the Corporation with
NextEnterprises Inc.;

“RESOLVED, AS IT HEREBY RESOLVED, that the authorized

representative/s of the Corporation, is/are responsible to transact,
sign, execute and deliver any and all other documents relative to the
opening of the Corporation’s NextPay account;

“RESOLVED FURTHER, that the authorized representative/s, can

swear to the truthfulness of the Corporation’s user data, agree to
electronic communications, and nominate the initial individual/s
responsible for the account;

“RESOLVED FINALLY, that the foregoing Resolution have not been

revoked, nor replead, amended or in any other manner modified and
accordingly, the same maybe relied upon until written notice to the
contrary is issued by the Corporation.

4. The foregoing is in accordance with the records of the Corporation.

IN WITNESS WHEREOF, I have hereunto affixed my signature this [Day] day of [Month]
[Year], at [Place].

[NAME OF CORPORATE SECRETARY]

Corporate Secretary

SUBSCRIBED AND SWORN to before me this Day] day of [Month] [Year], at [Place], affiant exhibited
to me his/her [Identification Card Details] issued on [Date of issuance of ID].

Doc. No. _____;

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