Shareholders Resolution Ratyfing Prior Acts of Officers

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SHAREHOLDERS’ RESOLUTION RATIFYING PRIOR ACTS OF OFFICERS

Passed on {{date}} at a meeting of the shareholders of {{company_name}} (hereinafter referred to as “the Company”).

RECITALS

WHEREAS, certain officers of the Company, specifically {{officer_names_and_titles}}, have taken certain actions on behalf of the Company as detailed in Schedule A attached hereto, between the period of {{start_date}} and {{end_date}} (hereinafter referred to as “the Prior Acts”);

WHEREAS, these Prior Acts were undertaken in good faith and believed to be in the best interests of the Company at the time they were performed;

WHEREAS, the shareholders deem it necessary and appropriate to formally ratify and approve these Prior Acts to ensure proper corporate governance and to validate the legal effect of such actions.

RESOLVED

IT IS HEREBY RESOLVED, by the shareholders of {{company_name}}, that all actions, commitments, and decisions made and entered into by {{officer_names_and_titles}} during the period from {{start_date}} to {{end_date}}, as described in Schedule A, are hereby ratified, confirmed, and approved in all respects as if they had been duly authorised by the shareholders at the time of their execution.

FURTHER RESOLVED, that the Company and its officers, directors, employees, and agents are hereby released from any and all claims, demands, liabilities, and expenses arising from or related to the Prior Acts, to the fullest extent permitted by law.

FURTHER RESOLVED, that any and all documents, agreements, or instruments executed by the aforementioned officers in connection with the Prior Acts are hereby deemed to be valid, binding, and enforceable obligations of the Company.

FURTHER RESOLVED, that the Board of Directors and officers of the Company are hereby authorized and directed to take any and all actions, and to execute any and all documents, as may be necessary or desirable to give full effect to this Resolution.

CERTIFICATION

The undersigned, being the {{secretary_or_duly_authorised_officer}} of {{company_name}}, does hereby certify that the foregoing Shareholders’ Resolution was duly adopted by the shareholders of the Company at a meeting duly called and held on {{date}}, and that such resolution is now in full force and effect.

Signature Block

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{{secretary_or_duly_authorised_officer_name}}

{{title}}

Date: {{signature_date}}