Republic
of the Philippines
City of
Makati Sc.
SECRETARY’S
CERTIFICATE
I,
MMM M MMM of legal age,
Filipino, single and with office address at G/F United Kingdom Tower, Venus Road,
Makati City, after having been duly sworn in accordance with law, do hereby depose and
say that:
1. I am the
Corporate Secretary of the XYZ CORPORATION, a domestic company duly-registered
with Securities and Exchange Commission (SEC), with corporate business address
at G/F United Kingdom Tower, Venus Road, Makati City;
2. At the Special
Board meeting held on October 19, 2014 where majority of the Stockholders are
present and at which a quorum was existing and acting throughout, the members
of the Board present approved the following recommendations:
a. “RESOLVED, as it is hereby RESOLVED,
that the following are the newly elected Board of Directors: 1.MMM M MMM, 2. JJJ J JJJ and 3. HHH H HHH
and likewise elected as Corporate Secretary, Treasurer and Board of Director as
replacement of XXX X XXX,
respectively. Said officers shall act as
such for the remaining term of the Board of Directors who resigned and replaced”
and
b. “RESOLVED FINALLY, that updating of
corporate accounts specifically bank accounts of the Corporation will be the
tasked of the new Corporate Secretary, MMM M MMM. Official signatories for the
checks, deposits and withdrawal shall be MMM M MMM and JJJ J JJJ.
3. The
foregoing approval has not been amended, suspended or revoked and the same is
valid and effective until otherwise modified by another act of the board.
Done
this 5 November 2014, Makati City.
MMM M MMM
Corporate Secretary
JURAT
SUBSCRIBED
AND SWORN
to before me this 21st day
of January 2015, personally exhibited
to his LTO driving License No. N02-1234-5678 issued on November 28, 2013
in Quezon City.
NOTARY PUBLIC
Doc. No. ___
Page No. ___
Book No. ___
Series of
2014.
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