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<br />-.. <br /> <br />. <br /> <br />e <br /> <br />.. <br /> <br />CERTIFICATE OF RESOLUTION <br /> <br />THE STATE OF TEXAS <br /> <br />COUNTY OF HARRIS <br /> <br />I, the undersigned officer of the City of La Porte Industrial <br />Development Corporation (the "Corporation") do hereby make and execute <br />this certificate for the benefit of all persons interested in the <br />validity of all actions and proceedings of the Corporation. I do hereby <br />certify as follows: <br /> <br />1. I am the duly chosen, qualified and acting officer of the <br />Corporation for the office shown beneath my signature, and in such <br />capacity I am familiar with the matters contained in this Certificate. <br /> <br />2. The Board of Directors of the Corporation convened its meeting <br />on the 3rd day of August, 1982, and the roll was called of the duly <br />constituted officers and members of the Board of Directors and a quorum <br />was present. Whereupon, among other business, the following was trans- <br />acted at said meeting~ a written resolution was introduced for the <br />consideration of the Board of Directors. It was then duly moved and <br />seconded that said Resolution be adopted; and, after due discussion, <br />said motion, carrying with it the adoption of said Resolution, prevailed <br />and carried by vote of the officers and members of the Board of Direc- <br />tors present and voting with the number of such officers and members <br />voting for such Resolution being at least equal to a majority of the <br />entire number of officers and members of the Board of Directors that are <br />entitled to vote. <br /> <br />3. The attached and following is a true, correct and complete <br />copy of said Resolution; the original of said Resolution is on file in <br />the official records of the Corporation; and said Resolution has not <br />been amended and is in full force and effect. <br /> <br />4. The members of the Board of Directors referred to in the above <br />and foregoing paragraph were the duly qualified and acting members of <br />the Board of Directors of the Corporation; and each member of the Board <br />of Directors received notice of the meeting of the Corporation to the <br />extent required by the Bylaws of the Corporation in accordance with the <br />requirements of the Development Corporation Act of 1979, Article 5190.6, <br />Vernon's Annotated Texas Civil Statutes, as amended. <br /> <br />WITNESS MY HAND AND THE <br />day of August, 1982. <br /> <br /> <br />, <br />- <br /> <br />Secretary <br /> <br />(SEAL) <br />