Board Resolution Approving Amendment to General By-Laws

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BOARD RESOLUTION APPROVING AMENDMENT TO GENERAL BY-LAWS

This Board Resolution is made and entered into on this {{day}} day of {{month}}, {{year}}, by the Board of Directors of {{company_name}}, a company duly incorporated and existing under the laws of {{country_name}}, with its registered office at {{company_address}} (hereinafter referred to as “the Company”).

WHEREAS

WHEREAS, the Board of Directors deems it necessary and in the best interest of the Company to amend certain provisions of its General By-Laws;

WHEREAS, a draft of the proposed amendments to the General By-Laws has been circulated among all members of the Board of Directors and has been thoroughly reviewed and discussed;

RESOLVED, THAT

RESOLVED, THAT the Board of Directors hereby approves the proposed amendments to the General By-Laws of the Company, as attached hereto as Schedule A;

RESOLVED, FURTHER, THAT the {{officer_title}}, or any other duly authorized officer of the Company, be and hereby is authorized, empowered, and directed to take all necessary actions, execute all necessary documents, and do all such things as may be required to implement these amendments and ensure their proper recording in the Company’s official records;

RESOLVED, FURTHER, THAT these amended By-Laws shall become effective immediately upon the date of this resolution, or such other date as specified in the amended By-Laws.

CERTIFICATION

I, {{secretary_name}}, Secretary of {{company_name}}, do hereby certify that the foregoing is a true and correct copy of a resolution duly adopted by the Board of Directors of the Company at a meeting duly convened and held on the {{day}} day of {{month}}, {{year}}, at which a quorum was present and voting throughout.

IN WITNESS WHEREOF

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the corporate seal of the Company on this {{day}} day of {{month}}, {{year}}.

Signature Block

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{{secretary_name}}

Company Secretary

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