ACTION BY UNANIMOUS WRITTEN CONSENT WITHOUT A MEETING

THE BOARD OF DIRECTORS OF ________

The undersigned, being all of the directors of ________, a Alabama corporation, (the "Corporation"), acting by written consent without a meeting pursuant to AL Code § 10A-3-2.14, do hereby consent to the adoption of the following resolution and direct that this Unanimous Written Consent ("Consent") be filed with the minutes of the proceedings of the Board of Directors (the "Board of Directors") of the Corporation:

WHEREAS, the Board of Directors wish to provide their unanimous written consent for the Corporation on the following corporate matter (the "Matter"):

the election of the following new Director: ________;

WHEREAS, each individual Director has had the opportunity to fully research, analyze, and discuss the Matter as necessary to fulfill the Directors' fiduciary obligations;

NOW THEREFORE, it is hereby:

RESOLVED, that the Board of Directors, and each of them individually, unanimously consent to the election of the Director named above.

The undersigned direct that an executed copy of this Consent, including multiple counterparts, shall be filed with the minutes of the proceedings of the Board of Directors.

IN WITNESS WHEREOF, the undersigned directors have duly executed this Consent to be effective as of ________.

Date: _______________________________

____________________________________

________, Director

Date: _______________________________

____________________________________

________, Director