Secretarys-certificate-to-file-cases.docx

Annex A

Republic of the Philippines) Province of Cebu) City of Mandaue ) S.S. x-----------x SECRETARY'S CERTIFICATE KNOW ALL MEN BY THESE PRESENTS: I, the undersigned Corporate Secretary of PENSHONE, INC., a domestic corporation duly organized and existing under and by virtue of the laws of the Republic of the Philippines, hereby certify that at a special meeting of the Board of Directors of said corporation held at its principal office in JDY Building, A.S. Fortuna Street, Mandaue, City, Cebu, Philippines on September 1, 2018, duly called for the purpose, a quorum being present and acted throughout, the following resolutions were unanimously adopted, and are now in full force and effect, to wit: "RESOLVED, as it is hereby RESOLVED that the Chairman of the Board, Juan Pablo Divinagracia, the President and the Corporation Legal Counsel, Nelia Mae Villena, be, as they are hereby authorized, individually and separately, to bring, file, initiate and institute cases, complaints, petitions and any and all actions for and in behalf of, and to protect and vindicate the rights, of the corporation as to any and all matters affecting its interests, properties, business, good will, as well as to defend the corporation in any and all actions that may be brought or filed against it in any court, tribunal, administrative or quasi-judicial body or forum, with full and special power and authority: (a) to cause and authorize the preparation and filing of all pleadings, motions, memoranda, affidavits, and such other papers or documents as may be needed in the course of the trial, (b) to sign and execute all verifications and certifications of non-forum shopping and other procedural requirements for pleadings filed on behalf of the Corporation for any and all cases instituted or to be instituted by or against the Corporation; (c) to appear for and in behalf of the corporation in all mediation proceedings and judicial dispute resolution hearings; (d) to enter into amicable settlements or compromises, (e) to submit to alternative modes of dispute resolution, (f) to enter into stipulations or admissions of facts and of documents, (g) to exercise acts enumerated under Section 2, Rule 18 of the Revised Rules of Court, and (h) to appoint and secure the services of a legal counsel or attorney-at-law to represent the corporation in the above-mentioned actions or proceedings."

"HEREBY GIVING AND GRANTING unto the said persons full power and authority to do and perform all and every act and thing whatsoever requisite and necessary to be done in and about the premises and hereby ratifying and confirming all that the said persons shall lawfully do or cause to be done by virtue of this Authority." IN WITNESS WHEREOF, I have hereunto affixed my signature this 2nd day of September, 2018 at Mandaue City, Cebu, Philippines.

Primrose Pacenio-Kong Corporate Secretary

SUBSCRIBED AND SWORN to before me, this 2nd day of September 2018, in the City of Mandaue, by Primrose Pacenio-Kong with Passport No. ABCPH-12345-67890 issued on February 19, 2016 at Cebu City.

Romierose Macacenio Notary Public Roll of Attorey No. 20112563 IBP Lifetime Member No. 2021-42311 Cebu City PTR NO. 2289711 05/21/16 Cebu City MCLE Compliance No. 92874622 Doc. No. ______; Page No. ______; Book No. ______; Series of 2018;