Mergers 
Form 2203 is a shareholders' resolution approving the merger agreement.~

Form 2203:     SHAREHOLDERS' RESOLUTION APPROVING MERGERWITH WHOLLY OWNED SUBSIDIARY~
SHAREHOLDERS' RESOLUTION APPROVING MERGERWITH WHOLLY OWNED SUBSIDIARY

WHEREAS, this Corporation is the sole shareholder of > , a corporation that was organized and exists under the authority of the laws of the State of > , and 
WHEREAS, the Board of Directors of this Corporation has determined it is advisable that this Company merge with said Corporation in order to obtain operating efficiencies, it is hereby: 
RESOLVED, that the shareholders of > hereby approve the adoption of the Agreement of Merger, dated > , 19> , that was approved on > , 19> by the Board of Directors of > , and on > , 19> , by the Board of Directors of > ; and it is 
FURTHER RESOLVED, that a copy of the aforementioned Agreement of Merger shall be attached to the minutes of this meeting. The undersigned, > , certifies that I am 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 shareholders thereof, convened and held in accordance with law and the Bylaws of said Corporation on > , 19> , 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.

Secretary 
Dated: > , 19> .
(SEAL)