REPUBLIC OF THE PHILIPPINES )
) S. S.
SECRETARY’S CERTIFICATE
I, GLORIA S. FERNANDEZ, of legal age, Filipino, in my capacity as the Corporate Secretary of SUPER AGRO
MACHINERY & HARDWARE CORPORATION, a domestic corporation with perpetual existence and duly organized
under Philippine laws, with principal office address at J. De Leon Street, Brgy. Magsaysay Iloilo City, do certify that during
a duly constituted meeting of the Board of Directors on June 5, 2024, at which a quorum was present and acting
throughout, the following resolutions were approved in accordance with the CORPORATION’s By-laws:
RESOLUTIONS
“RESOLVED, that the CORPORATION is authorized to transact with any of the Branches of
BANK OF COMMERCE for the availment of banking products and services;
RESOLVED, that in this regard, the CORPORATION shall be authorized to do the following:
1. MAINTAIN DEPOSITORY ACCOUNTS. (i) To manage, and close deposit, trust, or such
other accounts in Philippine Peso and/or foreign currency (“Accounts”) with BANK OF
COMMERCE, and through its Authorized Signatories, (ii) to accept, endorse, and negotiate
all checks, notes, drafts, bills of exchange, fund transfers, withdrawal slips, application forms,
and to effect any instructions relating to the operation of the Accounts, including but not
limited to request for certifications or bank statements;
2. AVAIL OF OTHER BANK PRODUCTS, SERVICES, AND BUSINESS SOLUTIONS . To avail
of any other bank product, various cash management services, or business solutions offered
by BANK OF COMMERCE, such as but not limited to, deposit pick up, collection and
payment management, and all other related services and facilities.
RESOLVED, FURTHERMORE, that the CORPORATION understands that the Accounts and the
foregoing products and services, are subject to such terms and conditions as may be imposed by BANK
OF COMMERCE;
RESOLVED, FURTHER, that the following individuals signing in accordance with the limits/rules
described below (“Authorized Signatories”), shall be authorized to execute, sign, and/or deliver any and
all contracts, instruments, documents or writings with or to BANK OF COMMERCE for the implementation
of the foregoing transactions and under such terms and conditions they see fit, including the right to
further delegate said authorities:
SIGNING RULE: Any ONE (1) of the following Authorized Signatories:
NAME POSITION/DESIGNATION
JOHN GILBERT S. FERNANDEZ GENERAL MANAGER
GLORIA S. FERNANDEZ CORPORATE SECRETARY
RESOLVED, FURTHER, that all acts done and documents executed into by the Authorized
Signatories in accordance with the foregoing are hereby affirmed, confirmed and ratified, including all acts
done and documents executed on behalf of the CORPORATION prior to this Secretary’s Certificate;
RESOLVED, FURTHERMORE, that BANK OF COMMERCE, its directors, officers, employees,
agents or authorized representatives are each entitled and authorized to rely on these instructions as
valid and binding upon the CORPORATION and BANK OF COMMERCE shall not be liable for any
claims, losses or damages, suffered by the CORPORATION or any third party, arising from BANK OF
COMMERCE’s reliance of the above instructions, it being understood that any and all risks and costs,
shall be for CORPORATION’s sole and exclusive account; and
RESOLVED, FINALLY, that these resolutions shall remain in full force and effect and that any
and all transactions made by the Authorized Signatories pursuant to the foregoing shall be valid and
binding against the CORPORATION until BANK OF COMMERCE receives the original/certified true copy
of a subsequent amending resolution.”
IN WITNESS WHEREOF, I have affixed my signature on _______________ at ________________________.
Noted by: GLORIA S. FERNANDEZ
Corporate Secretary
TIN No. 154-268-759
__________________
PETER O. SOLIMAN
President
TIN No. 162-723-143
SUBSCRIBED AND SWORN to before me this _____________ in the City of Iloilo, Philippines, affiants exhibited
to me their TIN nos. as shown their names.
Doc. No._____________;
Page no.______________.
Book no.______________;
Series of 2024.
