Board of Directors Resolution Authorizing Reappraisal of assets

Pursuant to a duly made, seconded, and unanimously carried motion, the Board of Directors of __________________________________ (hereinafter referred to as Corporation) has adopted the following resolution:

WHEREAS, the accountant of said Corporation has advised the Board of Directors that the recorded value of the Corporations assets, both real and personal, tangible and intangible, is considerably less than the true market value of said assets on the Corporations books, and

WHEREAS, it is the intent of the Board of Directors to seek debt financing for the Corporation from a lending institution, and it is the belief of the Board of Directors that those efforts will be significantly enhanced if the aforementioned assets are carried at a value that reflects their true market value on the books of the Corporation , it is hereby

RESOLVED, that the President of this Corporation is hereby directed to retain the services of an independent appraisal firm to value all assets of the Corporation including real, personal, tangible and intangible.

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 ____, and that such resolution is now in full force and effect.

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

Date:___________________________________ ________________________________