Abayon Frozen Goods

Talamban, Cebu City

Telefax no. (032) 412-1650
abayon_frozengoods@yahoo.com

BOARD RESOLUTION AUTHORIZING CORPORATE OFFICER

REPUBLIC OF THE PHILIPPINES }

CEBU CITY} S.S.
SECRETARYS CERTIFICATE

I, Aleycx Justin C. Lofranco III, Filipino, of legal age, with office address at
Talamban, Cebu City, after being sworn in accordance with law, do hereby depose
and state as follows:
1. That I am the incumbent Corporate Secretary of Abayon Frozen Goods, a
corporation duly organized and existing under Philippine laws, with principal office
at Talamban, Cebu City,;
2. That during the special meeting of the Board of Directors held on 5 January 2011,
wherein a quorum was present and acted throughout, after being informed of the
necessity of authorizing companys officers to transact for and in behalf of Abayon
Frozen Goods, the Board approved the following resolution, to wit:
RESOLUTION NO. BD-028-2007
RESOLVED, as it is hereby resolved, that the representatives be empowered and
authorized to apply for, negotiate, obtain loans from banks and other financial
companies., including the renewal, extension and/or increase, roll over or
restructuring thereof, and/or of its existing credit facilities in such amount(s) and
under such terms and conditions as may be mutually agreed upon, and to secure
and guarantee the payment of the aforesaid loan or credit facilities by means of
mortgage, pledge, assignment or any other form of encumbrance upon any and all
properties or assets of the corporation of whatever kind or nature, real or personal,
as may be sufficient or required for the purpose.
RESOLVED, as it is hereby resolved, that the representatives be empowered and
authorized to negotiate business transactions relating to the conduct of business of
Abayon Frozen Goods, to secure new clients, and to enter into new investments and
business ventures.
RESOLVED, as it is hereby resolved, that the representatives be empowered and
authorized to execute, sign, seal, deliver and present any and all documents and
other pertinent papers, instruments and writings of whatever nature, kind and
description, including employment contracts, necessary to accomplish the purpose
for which this special power of attorney has been granted.
RESOLVED, as it is hereby resolved, that the representatives be empowered and
authorized to sue and be sued in the Philippines in behalf of our Company in all
matters related to the transactions of our Company, to appear at the pre-trial
conferences and hearings of cases filed in the Philippines against our Company, to
engage, terminate, substitute and pay for the services of counsel, to submit to the
voluntary arbitration, to enter into stipulation of facts, amicable settlement or
compromise agreement, and to file answers, affidavits, position papers, motions,
memoranda, petitions and other papers in the course of litigation.
RESOLVED FURTHER, as it is hereby resolved, that ALEYCX JUSTIN C. LOFRANCO,
the Operations Manager, be authorized to sign, execute, and deliver any and all
documents including but not limited to loan application, disclosure statement,
purpose sheet, application for letters of credit, promissory note, draft, surety
agreement, trust receipt, mortgages, pledge, assignment, and the like, including the
renewals/extensions/increase/amendments/restructuring thereof, in order to
effectuate the foregoing matters.
NAME POSITION SIGNATURE
Aleycx Justin Lofranco Operations Manager
3. That the foregoing Resolution remains valid and has not in any manner been
novated, revoked, nor repealed to date.

AFFIANT FURTHER SAYETH NONE.

Issued this 6th day of January 2011 at Cebu City.

Aleycx Justin C. Lofranco III

Corporate Secretary