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Board Of Directors' Resolution Advising Amendment Of Bylaws

PURSUANT to a duly made and seconded motion, the resolution that follows below has been adopted by the Board of Directors of _______________________ (hereinafter referred to as Corporation):

RESOLVED, that the President of said Corporation is hereby directed to convene a special meeting of the shareholders of Corporation on _________________, 20 ____, at _______.m. to consider and take action on the following proposed amendment of the Bylaws of said Corporation.

And it is FURTHER RESOLVED, that Section ______ of the Bylaws of said Corporation be changed to read as follows:

The undersigned, __________________________, certifies that he or she is the duly appointed Secretary of _________________________ 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 _____________, 20 __.

IN WITNESS THEREOF, I have affixed my name as Secretary of _________________ Corporation and have attached the seal of _________________________ Corporation to this resolution.

Date:____________________ _________________________

Secretary

Seal: