BOARD OF DIRECTORS' RESOLUTION AUTHORIZING ADOPTION OF EMPLOYEE MEDICAL-DENTAL PLAN
Upon a duly made, seconded and unanimously adopted motion, the Board of Directors of this Corporation adopted the following resolution: WHEREAS, the Compensation Committee of the Board of Directors of this Corporation has made a written recommendation that the Corporation establish a health care program providing both medical and dental benefits, and WHEREAS, the Board of Directors concludes that the establishment of such a program would enable the Corporation to attract and retain highly qualified, desirable employees, it is hereby: RESOLVED, that the Employee Health Plan recommended by the Compensation Committee, a copy of which the Secretary is directed to attach to the minutes of this meeting, be and hereby is approved, adopted and accepted by the Board of Directors of this Corporation. The undersigned, [N], certifies that I am the duly appointed Secretary of [COMPANY NAME] Corporation and that the above is a true and correct copy of a resolution duly adopted at a meeting of the Directors thereof, convened and held in accordance with law and the Bylaws of said Corporation on [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] Corporation.
Dated: [DATE]
___________________ Secretary