Board Resolution Acknowledging Ownership of and Merger with Company

Company Letterhead

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

BOARD RESOLUTION

OF: {{company_name}}

DATE: {{date}}

PURPOSE: Resolution Acknowledging Ownership of and Merger with {{target_company_name}}

WHEREAS

The Board of Directors of {{company_name}} (hereinafter “the Company”) has been duly advised of the strategic opportunity to acquire full ownership of {{target_company_name}} (hereinafter “the Target Company”).

The Company has successfully completed due diligence on the Target Company, and all conditions precedent to the acquisition of the Target Company shares have been met.

It is in the best interests of the Company and its shareholders to proceed with the full acquisition and subsequent merger of the Target Company into the Company.

NOW THEREFORE, BE IT RESOLVED AS FOLLOWS:

1. **Ownership Acknowledgment:** The Board hereby acknowledges and confirms that the Company has acquired 100% of the issued share capital of {{target_company_name}}, effectively making {{target_company_name}} a wholly-owned subsidiary of the Company as of {{acquisition_date}}.

2. **Approval of Merger:** The Board hereby approves the merger of {{target_company_name}} into {{company_name}}, with {{company_name}} being the surviving entity.

3. **Terms of Merger:** The merger shall be conducted in accordance with the terms and conditions outlined in the Merger Agreement dated {{merger_agreement_date}}, which has been reviewed and approved by the Board.

4. **Appointment of Officers:** The Board authorises {{authorised_officer_name}} as the {{authorised_officer_title}} to take all necessary steps to give effect to this resolution, including but not limited to, signing all requisite documents, engaging legal and financial advisors, and filing all necessary notices with regulatory bodies.

5. **Effective Date of Merger:** The effective date of the merger shall be {{effective_merger_date}}, or such other date as may be agreed upon by the authorised officers, subject to all regulatory approvals.

CERTIFICATION

The undersigned, being the duly appointed Secretary of {{company_name}}, hereby certifies that the foregoing is a true and correct copy of a resolution adopted by the Board of Directors of the Company on the date first above written, and that such resolution has not been modified, rescinded, or revoked and is in full force and effect.

Signature Block

___________________________

{{secretary_name}}

Company Secretary

{{company_name}}

Date: {{signature_date}}