Thursday, May 26, 2016

Board Resolution (sample)

vc.jpgVC HOTEL AND RESORT CORP.
1 Ayala Avenue, Makati City,
Metro Manila, Philippines
Tel No. 888-8888


BOARD RESOLUTION NO. 002, SERIES OF 2016


WHEREAS, there is a need for opening up a depositary account, both savings, current, and time deposit, with any banking institution which shall be used as the official banking account of the VC Hotel and Resort Corporation in transacting business;

WHEREAS, there is a need for obtaining loans and/or credit accommodation with any banking/ lending institution to generate funds for the purpose of expanding the business of the Corporation;

NOW THEREFORE, BE IT RESOLVED that VC HOTEL AND RESORT CORORATION (the “Corporation”) be authorized, as it is hereby authorized, to transact with BANK OF THE PHILIPPINE ISLANDS, its trust department, any of its branches, its subsidiaries and affiliates (singularly or collectively referred to as “the Bank”) for the opening up of depositary accounts, obtainment of loan facilities, and availment of other banking products and services;

RESOLVED FURTHER, that in this regard, the Corporation be authorized to do the following:

1.   OPEN AND MAINTAIN DEPOSITORY ACCOUNTS.  To open, maintain and manage, in the name of the Corporation, any number of savings/current/time and other accounts with the Bank or any of its branches, hereinafter to be referred to as the “Depository Accounts”, and in this regard, to:

1a. Deposit to and withdraw from any of the Depository Accounts, in whatever form and manner, and in such amounts as the Corporation may deem appropriate or necessary;

1b. Close any of the Depository Accounts and ask, demand, se for, collect, and receive the proceeds of such Depository Account in the name of the Corporation;

1c. Receive, accept, endorse and negotiate all checks, drafts, or orders of payment payable to the Corporation or its order which may require the Corporation’s endorsement;

2.   AVAIL OF CREDIT FACILITIES.  To apply for, negotiate and obtain loans or other credit accommodations or facilities, including but not limited to letters of credit, trust receipts, bills purchases, foreign exchange settlement lines, from time to time, in amounts which may be required by the Corporation, which authority shall include renewals, extensions, re-availments, restructuring, amendments or conversions into other credit forms or types, and in this regard, to:

2a. Execute, sign and deliver from time to time the relevant loan agreements, promissory note/s, trust receipts and all other documents pertinent to the accommodations/facilities referred to above;

2b. Avail of products and services offered by the Bank’s Transactional Banking Group, such as collection and disbursement services, liquidity management, account services, retail products, and to be bound in accordance with and subject to the Bank’s rules and regulations, terms and conditions governing the same;

3.   TRANSACT TRADE RECEIVABLES.  To negotiate for the sale of the Corporation’s accounts receivables to various investors under the Bank’s Trade receivables Brokering/Receivables Brokering Arrangements;

4.   FOREIGN EXCHANGE TRANSACTIONS.  To enter into foreign exchange dealings/transactions with the Bank, such as buying and selling of foreign exchange, and other foreign exchange transactions such as but not limited to forwards, swaps, etc. with the Bank;

5.   MONEY MARKET TRANSACTIONS.  To invest in money market placements and other instruments with BDO UNIBANK INC., its subsidiaries and affiliates, including non-bank financial institutions;

6.   TRUST, INVESTMENT MANAGEMENT AND AGENCY TRANSACTIONS.  To open, maintain and manage in the name of the Corporation any number of trust, investment management and other agency accounts with the Bank’s trust department and to give any and all instructions and approvals that may be required for the administration, including withdrawals and closure, of these accounts;

7.   ELECTRONIC BANKING SERVICES.  To register with and avail of the Electronic Banking Services of the Bank in connection with the foregoing g transactions which may include balance inquiries, bills payments, funds transfers from and to the Depository Accounts;

8.   TRANSACT WITH RELATED COMPANIES.  To transact with the Bank’s other subsidiaries affiliates, and related companies;

9.   MORTGAGE, PLEDGE, ASSIGN COMPANY PROPERTY.  To mortgage, pledge, assign or otherwise encumber properties of the Corporation, whether real or personal, as collaterals for credit accommodations extended by the Bank.

RESOLVED FURTHER that any of the following officers of the Corporation be authorized, as they are hereby authorized, to enter into the above-specified arrangements with the Bank under such terms and conditions as the said individuals may deem necessary and to accordingly execute, sign, deliver and/or perform any and all contracts, instruments, documents, instructions or writings with or to the Bank that may be necessary for the implementation of the foregoing transactions:

NAME                           POSITION          SIGNATURE

Gertrude P. Pillena      President
Michelle A. Vale Cruz  Secretary
Carl Fredson Y. Au      Treasurer

RESOLVED FURTHER, that the Corporation ratify and confirm, as it is hereby ratifies confirms, all that the above named individuals may lawfully do or cause to be done by virtue of these authority given to them;

RESOLVED FINALLY, that the foregoing Resolutions shall remain valid and subsisting unless otherwise revoked or amended in writing by the Corporation and duly served on the Bank.

APPROVED:

_______________                  _______________                  _______________
Board of Director          Board of Director          Board of Director

_______________                  _______________                  _______________
Board of Director          Board of Director          Board of Director


ATTESTED BY:

_______________

President

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