BOARD RESOLUTION

. The undersigned, being all the directors of [COMPANY NAME], hereby sign the following amended resolutions:

RESOLVED THAT:
1. The financial statements of the corporation for the fiscal year ended [MONTH AND DAY], prepared by [ACCOUNTANT’S NAME], Chartered Accountants, under their comments dated [DATE], are approved which approval shall be evidenced by signature of the balance sheet.

OR

2. The financial statements of the corporation for the fiscal year ended [MONTH AND DAY], prepared by [AUDITORS' NAMES], under their audit report dated [DATE], are approved, which approval shall be evidenced by signature of the balance sheet.

3. The approved financial statements be placed before the annual meeting of shareholders of the corporation.

4. [ACCOUNTANTS] are appointed the accountants of the corporation for the current fiscal year.

5. By-Law No. [NUMBER] is passed as a by-law of the corporation to be placed before a meeting of shareholders of the corporation for confirmation.

6. The application to amend the Articles of Incorporation [OR LETTERS PATENT] of the corporation in the draft form appended as Schedule A to these resolutions is approved to be placed before a meeting of shareholders of the corporation for confirmation.

7. The corporation sells substantially all its assets to [PURCHASER NAME] in accordance with the draft agreement of purchase and sale appended as Schedule A to these resolutions.

8. [CHAIRMAN NAME] is elected as Chairman of the Board of Directors.

9. A dividend of [AMOUNT] per share is declared on the issued [CLASS NAME] shares of the corporation held by the [CLASS NAME] shareholders of record as of this date.

10. The salary of the [OFFICER] of the corporation is fixed at [AMOUNT] per annum effective [DATE].

11. The corporation executes the [CONTRACT/INSTRUMENT] in the draft form appended as Schedule A to these resolutions.

12. The transfer of [NUMBER AND CLASS OF SHARES] from [TRANSFEROR NAME] to [TRANSFEREE NAME] is approved.

13. The address of the head [OR REGISTERED] office of the corporation is changed to [NEW ADDRESS].


[DIRECTOR NAME] [DIRECTOR NAME]


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BOARD RESOLUTION