SECRETARY’S CERTIFICATE

I, <<CORPORATE SECRETARY>>, incumbent Corporate Secretary of

<<COMPANY NAME>>, do hereby certify that at the Regular Meeting of the
Board of Directors of the aforesaid Company held on <<DATE>> at the
<<COMPANY ADDRESS>>, the following resolutions were unanimously passed
and approved while a legal quorum was present:

RESOLVED, that the Company hereby appoints and authorizes

<<Name of Authorized Representative/s>> as accredited authorized
representatives, to act as attorneys-in-fact for and on behalf of
<<Company Name>>, authorized to file, prosecute, maintain, defend,
compromise, abandon, dismiss or desist from lawsuits under the 2016
Rules and Procedure in Small Claims Cases, amended, for collection
and recovery cases not exceeding Php400,000.00, in which the
Company is either plaintiff/complainant or defendant/respondent and
that, for this purpose, for any litigation involving the Company, be, as
they are hereby given special power and authority to do and perform
the following:

a. Consider the possibility of, and enter into, a compromise or

amicable settlement under such terms and conditions as said
attorney-in-fact may deem just reasonable;
b. To amend pleadings;
c. To simplify the issues;
d. To obtain stipulations or admissions of the facts and of the
documents;
e. To limit the number of witnesses;
f. To undertake a preliminary reference of issues to a commissioner or
arbitrator;
g. To evaluate and determine the property of rendering judgment on
the pleadings, or summary judgment, or of dismissing the action
should a valid ground therefore be found exists;
h. To determine the advisibility or necessity of suspending the
proceedings;
i. To agree on such other matters as may aid in the prompt disposition
of cases; and
j. To do and perform all acts on behalf of <<Company Name>> that
may be required by the courts as the applicable rules of court.

RESOLVED, MOREOVER, that the said accredited

authorized representatives, as there are hereby given and granted full
power and authority to do and perform any and all other acts and things
necessary and proper to be done in and about the premises as fully to

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 all intents and purposes as <<Company Name>> might or could
lawfully do if present;

RESOLVED, FURTHER, that all actions of the said attorneys-

in-fact, that were lawfully done or caused to be done for and on behalf
of <<Company Name>> be ratified and confirmed;

RESOLVED, FURTHERMORE, that the appointment of the

Attorneys-in-Fact who filed or caused the filing, prosecution, defense,
compromise, settlement, dismissal or desistance form the small claims
cases for and on behalf of <<COMPANY NAME>>, be ratified;

RESOLVED, FINALLY, that any existing resolutions which

are inconsistent with the foregoing resolutions be, as they are hereby
revoked and rescinded.

I FURTHER CERTIFY that the foregoing resolutions are still valid and
subsisting, the same not having been subsequently amended nor repealed.

IN WITNESS WHEREOF, I have hereunto set my hand this

__________ at ____________.

<CORPORATE SEC. NAME>

Corporate Secretary

SUBSCRIBED AND SWORN to before me this _____________ at

___________, affiant exhibiting to me his/her ______________________
issued at _____________ on __________ as competent evidence of his/her
identity.

Doc. No. _____;

Page No. _____;
Book No._____;
Series of 20___.