ASWIG IT PTY LTD
A.C.N. 114 293 417
Level 3, 345 George Street, Sydney NSW 2000 Australia
(the “Company”)
COMPANY SECRETARY’S CERTIFICATE
RECORDING COMPANY DECISION
I, Matthew John Wilson, of legal age and being the duly elected and qualified Company Secretary
of Aswig IT Pty Ltd (the “Corporation”), with principal office at Level 3 345 George Street
Sydney NSW Australia, after having been sworn according to law, hereby depose and state:
That at a Meeting of the Board of Directors of the Company held on ____ October 2012, at which
meeting a quorum was present and acting throughout, the following resolutions of the Corporation
were approved and passed as company resolutions:
IT WAS RESOLVED AND DECIDED
BY THE BOARD OF DIRECTORS THAT:
1. The Company shall establish a 100% foreign owned enterprise (to be named Aswig
Solutions Vietnam Company Limited) in the form of an one-member limited liability
company with its head-office at Unit 2, 20th Floor, Green Power Tower, 35 Ton Duc
Thang Street, District 1, Ho Chi Minh City, Vietnam for providing consultancy services
related to the installation of computer hardware; systems and software consulting services;
systems analysis services; systems design services; programming services; systems
maintenance services and data processing services (hereinafter referred to as the
“Enterprise”).
2. Total investment capital of the Enterprise shall be 200,000 USD (two hundred thousand
United States dollars), in which the Charter Capital of the Enterprise shall be 100,000 USD
(one hundred thousand United States dollars) and be contributed by the Company in form
of cash within 12 (twelve) months as from the issuing date of the Investment Certificate by
the Vietnamese competent authority to the Enterprise.
3. The Company appoints the individuals having following personal details as the members in
Members’ Council of the Enterprise with the term of 05 years upon the issue date of the
Investment Certificate, or until it is otherwise decided in writing by the Company:
(a) Full name: Mr. Fleetwood Anthony David
Title: Chairman of the Members’ Council
Date of birth: 26 December 1971
Nationality: Australian
Passport No.: N1610734
Issuing date: 05 August 2009
Page 1 of 3
Issuing authority: Australia
Permanent residence: 26 Forest Glen Drive, Cranebrook NSW 2749 Australia
(b) Full name: Mr. Fussell, Joseph David Housden
Title: Member of the Members’ Council
Date of birth: 29 April 1966
Nationality: Australian
Passport No.: N5559984
Issuing date: 3 November 2011
Issuing place: Australia
Permanent residence: 7A Old Coast Road, Stanwell Park NSW 2508 Australia
Current address: AW-1401, Block A, The Manor Building, 91 Nguyen
Huu Canh Street, Ward 22, District Binh Thanh Ho Chi
Minh City.
(c) Full name: Mr. McCullagh, Cameron Scott
Title: Member of the Members’ Council
Date of birth: 12 June 1963
Nationality: Australian
Passport No.: M8136223
Issuance date: 26 March 2008
Issuance place: Australia
Permanent residence: 2 Cudgee Street, Turramurra NSW 2074 Australia
4. The Company appoints the individual having following personal details as the legal
representative of the Enterprise with the term of 05 years upon the issue date of the
Investment Certificate, or until it is otherwise decided in writing by the Company:
Full name: Mr. Fussell, Joseph David Housden
Title: General Director
Date of birth: 29 April 1966
Nationality: Australian
Passport No.: N5559984
Issuing date: 3 November 2011
Issuing place: Australia
Permanent residence: 7A Old Coast Road, Stanwell Park NSW 2508 Australia
Current address: AW-1401, Block A, The Manor Building, 91 Nguyen
Huu Canh Street, Ward 22, District Binh Thanh Ho Chi
Minh City.
5. The Company appoints the individual having following personal details as the authorized
representative of the Company in the Enterprise for signing all relevant application
documents and carrying out all required procedures to obtain Investment Certificate for and
on behalf of the Company.
Full name: Mr. Fussell, Joseph David Housden
Title: Managing Director
Date of birth: 29 April 1966
Page 2 of 3
Nationality: Australian
Passport No.: N5559984
Issuing date: 3 November 2011
Issuing place: Australia
Permanent residence: 7A Old Coast Road, Stanwell Park NSW 2508 Australia
6. The Company also appoints the individual having the personal details appearing in
paragraph 5 above as the authorized representative of the Company and the Enterprise for
doing all other things reasonably necessary to be done on behalf of the Company and the
Enterprise in order that the Company and the Enterprise may establish and conduct its
business in the Socialistic Republic of Vietnam, including making appointment on behalf
of the Company by way of Power of Attorney to specified persons.
7. These Resolutions giving effect to the Decision of the Company shall come into force from
the above-mentioned date, being the date of the meeting of the Company.
IN WITNESS WHEREOF, I have hereunto set my hand this day of ____ October 2012 at
Sydney Australia.
______________________
Matthew John Wilson
Corporate Secretary
ASWIG IT PTY LTD
Attested by:
________________________________
Chairman / Managing Director
Page 3 of 3