The Secretary of any corporate entity applying for a Corporate Account with Sterling Gent Trading Ltd. (hereafter “SGT”) organized under the laws of (the “Corporation”), hereby certifies that at a meeting of the Board of Directors of the said Corporation, held in accordance with its charter and by-laws on the date at which a quorum was at all times present and acting, the resolutions below were duly adopted, that said resolutions have not been amended, rescinded or revoked, and are in no way in conflict with any of the provisions of the charter or by-laws of said Corporation.
Each member of the board, as specified in SGT’s online Corporate Account application form or such other person as this Corporation may designate from time to time either in writing or by their apparent authority are hereby authorised to trade in OTC securities for the sole risk of this Corporation through and with SGT, as said firm is now constituted or may be hereafter constituted, the authority hereby granted including the power to do any of the following:
- To open an account with SGT for the purpose of SGT’s buying, selling, carrying, clearing, and settling all securities transactions undertaken by the Corporation with SGT, including, but not limited to, contracts for differences, currencies, commodities, futures and indices;
- To buy and sell foreign currency positions for present delivery, on margin or otherwise, the power to sell to also include the power to sell “short”;
- To deposit with and withdraw from the Corporation money, currencies, contracts, for the purchase or sale of currencies, securities, and other property;
- To receive requests and demands for additional margin, notices of intention to sell or purchase and other notices and demands of whatever character;
- To receive and confirm the correctness of notices, confirmations, requests, demands and confirmations of every kind;
- To place oral orders with any authorised representative of SGT for the execution of securities transactions on behalf of the Corporation on any marketplace SGT is permitted to effect transaction on;
- To pay SGT all fees, commissions and mark ups or downs incurred in connection with any such transactions and all amounts as may be requested by SGT as margin or equity for the Corporation’s account;
- To settle, compromise, adjust and give releases on behalf of this Corporation with respect to any and all claims, disputes and controversies;
- To otherwise perform, confirm or empower all terms and provisions of the various contractual Agreements entered into with SGT, and to take any other action relating to any of the foregoing matter.
- Let it be further resolved that it is in the best interest of the corporation to have its account(s) for the purchase and/or sale of foreign currencies cleared and carried by SGT and for SGT to arrange for the execution of foreign currency transactions which are not executed by the Corporation directly;
- Resolve that SGT may deal with any and all of the persons directly or indirectly by the foregoing resolution empowered, as though they were dealing with the Corporation directly, and that in the event of any change in the office or powers or persons hereby empowered, the Secretary shall notify such change to SGT in writing by email email@example.com, which notification, when received, shall be adequate both to terminate the powers of the persons theretofore authorised, and to empower the persons substituted;
- Further Resolved, that in order to permit SGT to maintain an account on behalf of the Corporation, the execution and delivery of the documents appropriate to permit SGT to maintain an account for the Corporation (Terms of Service, Corporate Trade Agreement, Corporate Resolution, KYC Guidelines, Trading and Execution Policy, Risk Disclosure and SGT Markets Product Schedule and Business Conditions as a agreed to during the Corporate Account application process on SGT’s website) - copies of which have been read and accepted as part of SGT’s online account application process and are available on SGT’s website: https://sgt.markets have been presented at the Board meeting and will be filed with the records of the Corporation - by any officer of the Corporation hereby authorised; the officers of the Corporation are hereby directed to execute such Agreements by and on behalf of the corporation and to delivered the same to SGT (the completion of the online Corporate Account application form on SGT’s website constitutes SGT’s receipt of such);
- Further Resolved, that the foregoing resolutions and the certificate actually furnished to SGT by the Secretary of the corporation pursuant thereto, be and they hereby are made irrevocable until written notice of the revocation thereof shall have been received by SGT.
- Further Resolved, that the Corporation agrees to indemnify and hold harmless SGT and its associates, successors, or assigns, from any and all loss, damage or liability incurred should of any of the representations or warranties made above not be true and correct or any of the agreements entered into between the Corporation and SGT shall not have been fully performed by the Corporation;
- Further Resolved, that the Secretary of the Corporation be and hereby is authorised and directed to present a certified copy of these resolutions, together with a certification as to the incumbency of certain officers of the Corporation to SGT and that the authority hereby given to the officers of the Corporation shall continue in full force and effect (irrespective of whether any of them ceases to be officers or employees of the Corporation) until notice of revocation or modification is given in writing to SGT or its associates, successors or assigns.
The Secretary further certifies that the foregoing resolutions have not been modified or rescinded and are now in full force and effect and that the Corporation has the power under its Charter and By-Laws and applicable laws to take the action set forth in and contemplated by the foregoing resolutions.
The Secretary further certifies that the names of the board members listed in the online Corporate Account application form on SGT’s website have been duly elected and now legally hold the offices specified in the same online account application form.