BOARD OF DIRECTORS' RESOLUTION CALLING SPECIAL BOARD MEETING TO ELECT DIRECTORS After a motion that was duly made and seconded, the Board of Directors of [COMPANY NAME] Inc., adopted the following resolution: WHEREAS, a Board of Directors was not elected at the last annual meeting of shareholders, it is therefore: RESOLVED, that a special meeting of shareholders of [COMPANY NAME] Inc., shall be held on the following date and time and at the following location: Date: [DATE] Time: [TIME] Suite: [SUITE] Street: [ADDRESS] City & State: [CITY AND STATE] The sole purpose of the above-described meeting shall be to elect a Board of Directors. The undersigned, [N], certifies that I am the duly appointed Secretary of [COMPANY NAME] Inc., and that the above is a true and correct copy of a resolution duly adopted at a meeting of the Board of Directors thereof, convened and held in accordance with law and the Bylaws of said Corporation on the [DATE], and that such resolution is now in full force and effect. IN WITNESS THEREOF, I have affixed my name as Secretary of [COMPANY NAME] Inc. Dated: [DATE] ______________________ (Signature)