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.4. ELECTION.OF OFFICERS The Board of Directors then proceeded to elect officers for the Corporation, and the following persons were elected to the offices indicated next to their names: President: ERIC A. WINTERS; Vice President: DAVID L. VAN ELDEREN; Secretary: JEFFREY STUIT; and Chief Financial Officer: JEFFREY STUIT. Each elected officer who was present accepted the office, and the President then presided at the meeting as Chairman and the Secretary acted as Secretary. RESOLUTION APPROVING FORM OF COMMON SHARE CERTIFICATE The Secretary then presented to the Board of Directors for its approval a proposed form of share certificate to be used by the Corporation for its common shares. Upon a motion, the following. resolution was adopted: RESOLVED, that the proposed form of common share certificate presented to this meeting is adopted for use by the Corporation for its common shares; the Secretary is directed to insert a copy of this certificate into the Minute Book of the Corporation following the Minutes of this meeting. RESOLUTION DESIGNATING QUARTERLY BOARD OF DIRECTORS MEETINGS The Chairman announced that it would be necessary to set quarterly meetings. After discussion, the following resolution was unanimously adopted: RESOLVED, that quarterly meetings of the Board of Directors shall be held on the 15th day of March, June, September and December at 4:00 p.m.,provided, however, if this day falls on a weekend or a legal holiday,the meeting shall be held at the same time on the next succeeding day that is a full business day. RESOLUTION DESIGNATING CORPORATE FISCAL YEAR The Chairman informed the Board of Directors that an accounting year should be fixed for the Corporation. After discussion, and upon a motion duly made,the following resolution was adopted: RESOLVED, that the accounting year of the Corporation shall end on the last day of December of each year. TAXPAYER IDENTIFICATION NUMBER The Chief Financial Officer reported that a Form SS-4 has been filed with the Internal Revenue Service. The form is an application for a Taxpayer Identification Number for the Corporation. Upon receipt,the correspondence from the Internal Revenue Service with the Taxpayer Identification Number thereon shall be inserted into the Minute Book of the Corporation by the Secretary. -3-