Secretary's Certificate Designating Depositary Bank

REPUBLIC OF THE PHILIPPINES)

Province of ____________________) S.S.
City/Municipality of _____________)
x-----------------------x

SECRETARY'S CERTIFICATE

KNOW ALL MEN BY THESE PRESENTS:

I, the undersigned Corporate Secretary of __Name of Corporation__, INC., a domestic

corporation duly organized and existing under and by virtue of the laws of the Republic of the
Philippines, DO HEREBY CERTIFY that at a (regular/special) meeting of the Board of Directors
of said corporation held at its principal office in _____________, Philippines on
_____________, duly called for the purpose, a quorum being present and acted throughout, the
following resolutions were unanimously adopted, and are now in full force and effect, to wit:

"RESOLVED, that __Name of Bank__ (_____________ Branch), be as it is

hereby designated depository of this corporation, the officers, agents and
employees of this corporation be, and hereby are, and each of them are hereby
authorized to pay, encash or otherwise honor and charge to this corporation any
and all checks, notes, drafts, bills of exchange, acceptances, orders and other
instruments for the payment of money or the withdrawal of funds including those
which may cause an overdraft, when signed, made, drawn, accepted or endorsed
on behalf of or in the name of this corporation by the President, _____________
or Vice-President, _____________, and Treasurer _____________."

"RESOLVED, FURTHER, that all the foregoing authorities shall and continue
to be in full force and effect until revoked or modified by written notice duly
notarized actually received by bank at its office, wherein the account of this
corporation is then maintained, setting forth a resolution to that effect certified to
have been adopted by the Board of Directors of this corporation, provided that
such notice shall not be effective with respect to any exercise of said authorities
prior to the receipt thereof, nor with respect to any checks or other instruments for
the payment of money or the withdrawal of funds dated to the date of such
notice."

IN WITNESS WHEREOF, I have hereunto affixed my signature this _____________ at

_____________, Philippines.

CORPORATE SECRETARY

ATTESTED TO BY:

PRESIDENT

SUBSCRIBED AND SWORN to before me, this _____________, by the Affiant who is
personally known to me (or whom I have identified through competent evidence of identity) and
who exhibited his/her Community Tax Certificate No. _____________ issued at _____________ on
_____________.
 NOTARY PUBLIC

Doc. No. ______;

Page No. ______;
Book No.______;
Series of 20____.