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CORPORATE SECRETARY’S CERTIFICATE

I, ROY STEVENSON P. SEE, Filipino, of legal age, in my capacity as Corporate Secretary of REACHMORE
SALES DISTRIBUTION, INC., a corporation duly organized and existing under and by virtue of the laws of the Republic
of the Philippines, with principal office at 40 ROYAL ST., APOLONIO SAMSON, QUEZON CITY (the “Corporation”), do
hereby certify that:
1. I have custody of all Minutes of meetings of and resolutions passed by the Board of Directors and the Stockholders
of the Corporation.

2. In the Meeting of the Board of Directors and Stockholders of the Corporation held on ____________________ in
__________________, where ALL of the Stockholders were duly present, the following resolutions were
unanimously approved and adopted and have not been amended or rescinded:

BOARD RESOLUTION NO. _______


“RESOLVED, AS IT IS HEREBY RESOLVED, to authorize and empower REACHMORE SALES
DISTRIBUTION, INC.

(i) to obtain OMNIBUS LINE (the “Loan/Credit Accommodation”) from the Philippine National Bank (“PNB”)
in such amounts and for such tenor as may be agreed upon by PNB and the Corporation’s authorized
representatives;
(ii) to obtain a renewal, conversion, extension of payment or restructuring of the Loan/Credit Accommodation
or agree to a novation of its terms and conditions as the authorized representatives of the Corporation may
deem necessary; and
(iii) to constitute a mortgage over the following real property/ies owned by the Corporation as security
for the payment of the Corporation’s obligations to PNB under the Loan/Credit Accommodation, including any
renewal, conversion, extension of payment, restructuring or novation thereof, as well as for any other loan
or credit accommodation that may be granted by PNB to the Corporation:
(iv) to constitute a mortgage, pledge, hold-out, assignment or other security interest over chattels, shares of
stocks, deposit, receivables, rights and interest and other tangible or intangible properties of the
Corporation as security for the payment of the Corporation’s obligations to PNB under the Loan/Credit
Accommodation, including any renewal, conversion, extension of payment, restructuring or novation
thereof, as well as for any other loan or credit accommodation that may be granted by PNB to the Corporation
under such terms and conditions to be imposed by PNB and agreed to by the authorized representatives of
the Corporation.”
“RESOLVED FURTHER, to authorize and empower any 1 of the person/s listed hereunder to represent the
Corporation in all the above-mentioned transactions and to sign, execute and deliver the loan/credit
documents, security documents, promissory notes, trust receipts, disclosure statements, affidavits,
certifications and all other papers and documents that may be required by PNB to give effect to the transactions
contemplated above:
NAME POSITION
RON NELSON P. SEE PRESIDENT
hereby confirming and ratifying all that the said representatives may do or cause to be done by virtue of the
authority granted under this Resolution.”

“RESOLVED FINALLY, to authorize the Corporation’s Corporate Secretary to issue a copy of this Resolution
to PNB and certify its continuing validity until PNB receives written notice from the Corporation of the
modification or revocation of this Resolution.”
3. The foregoing Resolution is valid and effective and has not been modified or revoked by the Corporation’s Board of
Directors or stockholders and PNB may continue to rely thereon until it has received written notice from the Corporation
of the modification or revocation of the Resolution.
4. The following are the specimen signatures and initials of the authorized representatives of the Corporation:
NAME SIGNATURE INITIALS
RON NELSON P. SEE
IN WITNESS WHEREOF, I have hereunto set my hand on ____________ in _______________.

ROY STEVENSON P. SEE


Corporate Secretary
SUBSCRIBED AND SWORN to before me on _____________ in _________________, affiant exhibiting to me his/her
_______________ issued in __________________ on ____________________.

NOTARY PUBLIC

Doc. No. ____;


Page No. ____;
Book No. ____;

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