WHEREAS, this Board of Directors has previously established an Audit Committee in compliance with the rules established under the Securities Exchange Act of 1934, according to an Audit Committee Charter;

WHEREAS, this corporation is planning to seek listing of its Common Stock on the Nasdaq Capital Market, which requires the adoption of a new Audit Committee Charter;

NOW, THEREFORE, BE IT RESOLVED, that the Audit Committee Charter, in the form submitted to the Board of Directors, be, and the same hereby is, approved and adopted, to be effective as of the date of adoption of this resolution;

RESOLVED FURTHER, that the following members of the Board of Directors are hereby appointed to serve on the Audit Committee, at the pleasure of the Board:
Heidy Chow, Chair
Gary Nelson
Johnathan Chee

RESOLVED FURTHER, that each member of the Audit Committee shall serve as such until (i) such member is removed by the Board, or (ii) such member no longer serves on the Board of Directors of the Company; in the event, any member of the Audit Committee shall resign or cease to be a director of this corporation, the vacancy thus caused shall be filled by the Board; and

RESOLVED FURTHER, that two members of the Audit Committee shall constitute a quorum for the transaction of business;

RESOLVED FURTHER, that the officers of this corporation are, and each acting alone is, hereby authorized to do and perform all such acts, including the execution of all documents and certificates, as such officers shall deem necessary or advisable, to carry out the purposes and intent of the foregoing resolutions.

WHEREAS, this Board of Directors has previously established a Compensation Committee; according to a Compensation Committee Charter;

WHEREAS, this corporation is planning to seek listing of its Common Stock on the Nasdaq Capital Market, which requires the adoption of a new Compensation Committee Charter;

NOW, THEREFORE, BE IT RESOLVED, that the Compensation Committee Charter, in the form submitted to the Board of Directors, be, and the same hereby is, approved and adopted, to be effective as of the date of adoption of this resolution;

RESOLVED FURTHER, that the following members of the Board of Directors are hereby appointed to serve on the Compensation Committee, at the pleasure of the Board:
Gary Nelson, Chair.
Johnathan Chee

RESOLVED FURTHER, that each member of the Compensation Committee shall serve as such until (i) such member is removed by the Board, or (ii) such member no longer serves on the Board of Directors of the Company; in the event any member of the Audit Committee shall resign or cease to be a director of this corporation, the vacancy thus caused shall be filled by the Board; and

RESOLVED FURTHER, that two members of the Compensation Committee shall constitute a quorum for the transaction of business;

RESOLVED FURTHER, that the officers of this corporation are, and each acting alone is, hereby authorized to do and perform all such acts, including the execution of all documents and certificates, as such officers shall deem necessary or advisable, to carry out the purposes and intent of the foregoing resolutions.