I, ___________________ do hereby certify that I am the duly elected and qualified Corporate Secretary and keeper of the records and corporate seal of ___________________ (Corporation), and that the following is a true and correct copy of resolutions duly adopted of the Board of Directors of said organization pursuant to the requirements of the Bylaws of said corporation and that such resolutions are now in full force:

IN WITNESS WHEREOF, I have hereunto subscribed my name as Corporate Secretary and have caused the corporate seal of said corporation to be affixed hereto.

_________________________                                              ________________________

Name of Corporate Secretary                                                            Date

Corporate Secretary’s Certificate

Review List

This review list is provided to inform you about the document in question and assist you in its preparation.

1.    Before signing the certificate, the corporate secretary must make sure that the resolutions have been duly adopted according to the corporation’s articles and By Laws.   Keeping these corporate formalities up to date will save your company and yourself tons of trouble and expense down the road.  Do it.

2.  The Corporate Secretary’s Certificate is designed to be used with respect to action taken by a corporate board.

3.    Duplicate copies of this document should be.  One original copy of this document should be filed in the corporate minute book or wherever important corporate documents are kept.  Another set should be kept in your office or home.

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