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statement by each shareholder consenting to this election and to do all other acts that may be required <br /> to make this election effective. <br /> BUY SELL AGREEMENT <br /> The Chairman announced that the Shareholders of the Corporation had expressed a desire to <br /> enter into a written Buy Sell Agreement with the Corporation. A DRAFT of a Buy Sell Agreement <br /> was presented to the Board of Directors for review. After review,the Board of Directors agreed that <br /> the adoption of a Buy Sell Agreement would be a great long-term benefit to the Corporation and each <br /> and all of its shareholders. After further discussion,upon a motion duly made and seconded, the Board <br /> of Directors unanimously <br /> RESOLVED,that the President and the Secretary are hereby authorized to execute on behalf of <br /> the Corporation a Buy Sell Agreement in the form presented to the Board of Directors for its review; <br /> RESOLVED FURTHER,that the original fully executed Buy Sell Agreement be inserted into <br /> the minute book, immediately following the minutes of this meeting; and <br /> FURTHER RESOLVED, that the Secretary is hereby authorized to furnish each Shareholder <br /> with a copy of the executed Buy Sell Agreement for their records. <br /> EQUIPMENT LEASE <br /> The Board of Directors discussed the possibility of entering into an Equipment Lease with <br /> ROOS RANCHES, INC., a California corporation. A DRAFT of an Equipment Lease was presented <br /> to the Board of Directors for review. After discussion, upon a motion duly made and seconded, the <br /> Board of Directors unanimously <br /> RESOLVED, that the Corporation enter into an Equipment Lease with ROOS RANCHES, <br /> INC., a California corporation; <br /> RESOLVED FURTHER, that the President and the Secretary are hereby authorized to execute <br /> on behalf of the Corporation an Equipment Lease in the form presented to the Board of Directors for <br /> its review; and <br /> FURTHER RESOLVED,that the President is hereby authorized to do all things and execute all <br /> documents to carry out these resolutions. <br /> ADJOURNMENT <br /> There being no further business to come before this meeting,upon a motion duly made, <br /> seconded and unanimously carried,the meeting was adjourned. <br /> F T, Secretary <br /> -8- <br />