REPUBLIC OF THE PHILIPPINES

SECRETARY’S CERTIFICATE

I, NAME, Filipino, of legal age, with address at ADDRESS being the

current Corporate Secretary of COMPANY, [“the Corporation”], a domestic
corporation duly organized and existing under Philippine laws, with principal
office located at ADDRESS, do hereby certify that at a meeting of the Board of
Directors of the Corporation held at __________City on ___________ during
which a quorum was present and acting throughout, the following resolutions
were unanimously approved:

“RESOLVED, as it is hereby resolved, that the Corporation, through its

Representative/s identified hereunder, shall transact with BDO UNIBANK, INC.,
including its trust department, and/or any of its branches, subsidiaries,
or affiliates, including but not limited to BDO Capital & Investment Corporation
and BDO Leasing and Finance, Inc. [collectively “BDO”] to obtain loan facilities
and other credit accommodations, as well as their products and services;

“RESOLVED, FURTHER, as it is hereby resolved, that in this regard, the

Corporation shall be authorized to do the following

1. OPEN AND MAINTAIN DEPOSITORY ACCOUNTS. To open, maintain,

operate and manage in the name of the Corporation, any number of savings,
current, time and other accounts with BDO (the “Depository Accounts”), and
to:

1a. Deposit to and withdraw or make fund transfers from the Depository
Accounts, in whatever form and manner, and in such amount as the
Representatives may deem appropriate or necessary;
1b. Receive, accept, endorse and negotiate all checks, drafts, or orders of
payment payable to the Corporation or its order that may require the
Corporation's endorsement;
1c. Enroll and use the Corporation's Depository Accounts with BDO to serve
as debit account/s to fund the needs/requirements of its subsidiaries
and/or affiliates, subject to existing policies of BDO thereon; and
1d. Close the Depository Accounts and ask, demand, sue for, collect, and
receive the proceeds of the Depository Accounts.

2. OPEN AND MAINTAIN CORPORATE CARD ACCOUNT. To apply,

maintain and manage in the name of the Corporation, any number
of Corporate Card accounts of any Card brand / product offered by BDO,
including but not limited to Purchasing, Distribution and Fleet Card,
with BDO or any of its branches, hereinafter to be referred to as Corporate Card
Accounts, and in this regard, to:

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 2a. Authorize BDO to issue Corporate Cards from said Corporate Card
Accounts to the Corporation’s qualified officers or employees
(‘Assignees”);
2b. Fully pay and settle any and all purchases made and/or expenses incurred
by said Assignees through the use of the issued Corporate Cards,
including interest and service charges that may accrue thereto, through
any means, including the enrollment and use of the Corporation's
Depository Accounts under an Automatic Debit Arrangement, if
applicable.

3. AVAIL OF PRODUCTS AND SERVICES. To apply for, avail, and/or register

for any and all products and services offered by BDO, including but not limited
to:

3a. Products and services offered by BDO's Consumer Lending Group-Credit

Card Unit and in this regard, to:

Apply for merchant affiliation which includes acceptance of credit cards

and/or ATM / debit cards and/or other types of cards for transactions that
will pass through BDO’s Point-of-Sale (POS) terminals and/or for internet
transactions and/or other payment platforms;

3b. Products and services offered by BDO's Trust and Investments Group and
in this regard, to:

i. Open and maintain an Investment Management Account (IMA),

retirement fund and other Trust Banking Products;
ii. Appoint the BDO as the (a) Investment Manager of the IMA, (b) Trustee
and/or Manager of the retirement fund and other managed funds
and/or trust banking products and services;
iii. Allow as Investment Manager to directly invest its fund under the IMA
and other managed funds and/or trust banking products and services
in government securities, including Special Deposit Account (SDA), of
Bangko Sentral ng Pilipinas (BSP) and other investment instruments;
iv. Designate members and signatories for the Retirement Committee
as well as the Retirement Plan.

3c. Products and services offered by the BDO's Treasury Group and in this
regard to:

i. Purchase, and sell securities, as well as to invest in other money market

instruments and products such as but not limited to, government
securities and corporate papers including those issued by BDO;
ii. Enter into foreign exchange dealings such as buying and selling
of foreign exchange;
iii. Enter into derivatives transactions including but not limited to swaps,
options, and forwards;

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 iv. Appoint authorized trader/s of the Corporation to deal with BDO, as
well as, execute, deliver and perform any and all agreements,
instruments, contracts, documents as may be necessary to effect the
foregoing transactions.

For the purpose of investments or dealings in or purchase/sale of

securities or other documents of title, to appoint BDO as the Corporation's
true and lawful attorney, to act for its name and in its behalf in transacting
business directly or indirectly with the appropriate government securities
registry/custodian, a BSP accredited securities custodian/securities
registry or an SEC authorized central securities depository in accordance
with the relevant BSP regulations, to do and perform every act necessary
that the Corporation might or could do in reference to any and all
corporate and government bonds, bills of exchange, certificates of deposits,
convertible bonds, debentures, promissory notes, shares of stock,
certificates of participation in any fund, and such other commercial paper,
documents, and instruments of any kind or nature.

3d. Products and Services offered by BDO Capital & Investments

Corporation and in this regard to:

i. Purchase, and sell securities, as well as to invest in and other money

market instruments and products such as but not limited to,
government securities and corporate papers including those issued by
BDO;
ii. Appoint authorized trader/s of the Corporation to deal with BDO
Capital & Investments Corporation, as well as, execute, deliver and
perform any and all agreements, instruments, contracts, documents as
may be necessary to effect the foregoing transactions.

For the purpose of investments or dealing in or purchase/sale

of securities, to appoint BDO Capital & Investments Corporation as the
Corporation's true and lawful attorney, to act for its name and in its behalf
in transacting business directly or indirectly with the appropriate
government securities registry/custodian, a BSP accredited securities
custodian/securities registry or an SEC authorized central securities
depository in accordance with the relevant BSP regulations, to do and
perform every act necessary that the Corporation might or could do in
reference to any and all corporate and government bonds, bills
of exchange, certificates of deposits, convertible bonds, debentures,
promissory notes, shares of stock, certificates of participation in any fund,
and such other commercial paper, documents, and instruments of any
kind or nature.

3e. Products and Services offered by BDO's Transaction Banking Group such
as:

i. Cash Management Services, collection and disbursement services,

liquidity management, account services and retail products, and in this
regard to execute, deliver and perform any and all enrollment forms,
notices, instructions and debit authorizations including without
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 limitation designation of e-mail addresses authorized to transmit files
and/or instructions that may be required or permitted under the terms
of said documents; and to give consent to or allow the enrollment, use
and aggregation of the Corporation’s accounts with BDO for the
purpose of allowing the Corporation’s related companies to comply
with any average daily balance requirement required by BDO, and/or
use the Corporation’s accounts with BDO to serve as debit accounts,
under such terms and subject to the conditions that the Representatives
may in their sole discretion deem necessary or appropriate;
ii. Electronic Banking Services such as but not limited to Business Online
Banking (BOB), electronic payment and collection services, payroll
services through Internet, Cash Card services, and such other Internet-
based products and services that are now or in the future be offered by
BDO, and in this regard to execute, deliver and perform such
agreements, contracts, documents, instruments and other writings
under such terms and conditions that the Representatives may in their
sole discretion deem necessary or appropriate to avail of said products
and services, and for this purpose, for the Representative/s to designate,
enroll, dis-enroll and/or re-enroll: (a) Users (such as but not limited to
System Administrators, Authorizers, and Releasers) of the BOB facility
with authority to exercise and perform access rights with respect to the
enrolled Depository Accounts as may be allowed under the BDO terms
and conditions governing the BOB facility, and other transactions that
Users are allowed to perform under BOB; and (b) Depository Accounts
in BOB, as well as merchants, subscribers and/or third party accounts
for bills and other payments.
iii. Remittance Products and Services, and in this regard to execute, deliver
and perform such agreements, contracts, documents, instruments and
other writings under such terms and conditions that the Representatives
may in their sole discretion deem necessary or appropriate to avail of
said products and services.

4. AVAIL OF CREDIT AND LEASE FACILITIES. To apply for, negotiate and

obtain loans, credit and/or lease accommodations or facilities, such as letters
of credit, trust receipts, bills purchases, foreign exchange settlement lines from
time to time in amounts which may be required by the Corporation, which
authority shall include extensions, renewals, re-availments, increases, excess /
overavailments, rollovers, restructurings, novations, amendments or
conversions into other credit form or type, and in this regard, to:

4a. Execute, sign and deliver from time to time the relevant loan, lease
agreements, promissory note/s, disclosure statements, lease schedules,
trust receipts and any and all other documents pertinent and necessary to
implement the accommodations / facilities referred hereto;
4b. Lease from and/or sell to BDO Leasing and Finance, Inc. (BDOLFI) and/or
BDO Rental, Inc. (BDORI), real and/or personal property (such as motor
vehicle/s, vessels, aircraft, equipments and/or machinery) including
availment of BDOLFI's or BDORI's facilities such as Installment Paper
Purchase, factoring, floor stock financing, assignment of trade receivables
and sale-and-lease back transactions.

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5. AVAILABILITY OF CREDIT FACILITY/IES TO CO-USER/S. To allow the
following individual/s, subsidiary/ies, affiliate/s, entity/ies to share / use /
avail / earmark against the Corporation’s credit facility/ies with BDO.
___________________________________.

6. MORTGAGE, PLEDGE, ASSIGN CORPORATION PROPERTY. To

mortgage, pledge, assign or otherwise encumber properties of the Corporation,
whether real or personal, as collaterals for credit accommodations extended by
BDO.

7. APPOINT AND CONSTITUTE ATTORNEY-IN-FACT. To appoint and

constitute BDO as its attorney-in-fact, with full powers of substitution, to
register the lease, sale, mortgage, pledge, assignment and/or encumbrance as
well as cancellation thereof with any and all appropriate government offices /
agencies; The Corporation hereby declares that the power of attorney is
coupled with interest and is irrevocable until all obligations secured by the
aforementioned properties of the Corporation are fully paid to the entire
satisfaction of BDO and released in writing by the latter.”

“RESOLVED, FURTHER, that in order to implement the resolutions hereto,

any one two x all _________ of the following officers of the Corporation (the
“Representative/s”):

NAME POSITION
MARK GABRIEL A. LEDESMA TREASURER

shall be authorized as they are hereby authorized to represent, and transact for
and on behalf of, the Corporation to enter into arrangements with BDO under such
terms and conditions as the Representative/s may deem necessary or appropriate,
and to execute, deliver and perform any and all of the agreements, contracts,
documents, instruments and other writings that may be necessary to obtain
and/or implement the foregoing transactions. Provided, further, that the
Representative/s are hereby authorized with full powers of substitution, to
receive, for and on behalf of the Corporation any and all of the mortgaged /
pledged / assigned and / encumbered property/ies of the Corporation upon full
payment to the entire satisfaction of BDO of the obligations secured thereby.”

“RESOLVED, FURTHER, that the Corporation hereby ratifies and

confirms all that the Representatives may lawfully do or cause to be done by
virtue of these presents;

RESOLVED, FURTHER, that the foregoing Resolutions shall remain valid

and subsisting unless otherwise revoked or amended in writing by the
Corporation duly served upon and received by BDO; and

RESOLVED, FINALLY, that any one of the Representative/s is hereby

empowered to provide BDO with a copy of these resolutions.”

After the adjournment of the meeting of the Board of Directors, a special

meeting of all the Stockholders of record of the Corporation was also held on
3 July 2018, and by the unanimous vote of stockholders representing all of the
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outstanding capital stock, passed and adopted the aforesaid Resolutions approved
by the Board of Directors.

IN WITNESS WHEREOF, this certification has been signed this day of

______________ in ________________.

Attested by:
NAME
CERTIFIED CORRECT: Corporate Secretary

NAME
President

SUBSCRIBED AND SWORN TO before me at _________________ on

___________________; affiant exhibited to me the following:

NAME COMPETENT EVIDENCE DATE/PLACE ISSUED

OF IDENTITY

and is/are personally known to or identified by me to be the same person/s who

executed the foregoing instrument and he/she/they further affirmed and made
oath as to the said instrument.

Doc. No.: ____;

Page No.: ____;
Book No.: ____;
Series of 2018.