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Tuesday, April 9, 2013

AYNLA Board Resolution No. 001s.2013

Board Resolution No. 001 s.2013

A RESOLUTION APPROVING THE RESIGNATION OF NURSE ALVIN CLOYD H. DAKIS AS THE CHAIRPERSON OF THE BOARD OF TRUSTEES, NATIONAL PRESIDENT AND CHIEF EXECUTIVE OFFICER OF THE ALLIANCE OF YOUNG NURSE LEADERS AND ADVOCATES INTERNATIONAL INC. (AYNLA INTERNATIONAL INC.)


WHEREAS, the Alliance Board of Trustees herein after term as “Board” do hereby find as follows:

WHEREAS, the Board was informed that Nr. ALVIN CLOYD H. DAKIS has, owing to his personal reasons and/or commitments, tendered his resignation from his position from the Office of the National President and Office of the Chairperson with effect from 01 April 2013;

WHEREAS, the Board received the resignation letter dated 31st March 2013 through electronic mail (e-mail) on 01 April 2013;

WHEREAS, the letter of resignation received from Nr. ALVIN CLOYD H. DAKIS was tabled at the meeting on 07 April 2013;

WHEREAS, one of the Board Members manifested that the effectivity of the said resignation letter be extended until the end of month of April or May 2013 to provide ample time to properly indorse all important documents, reports and other circumstances with respect to the operations of the Alliance both executively and administratively;

WHEREAS, Nr. ALVIN CLOYD H. DAKIS vehemently objected to the said manifestation and expressed that the effectivity of his resignation letter cannot be changed and the same is hereby irrevocable;

WHEREAS, the Board wished to record its deep appreciation for the contribution of Nr. ALVIN CLOYD H. DAKIS as Chairperson of the Board of Trustees, National President and Chief Executive Officer throughout his chairpersonship & presidency and also for the significant contributions he has made to the management of the affairs of the Alliance both internally and externally and for the valuable advises he made to the Board from time to time.


Upon motion duly made and seconded, it was:

RESOLVED THAT without any prejudice, the Board do hereby ACCEPT and APPROVE the resignation of Nr. ALVIN CLOYD H. DAKIS, herein after term as the “resigned party”, as Chairperson of the Board of Trustees and National President & Chief Executive Officer of AYNLA International Inc. with effect from 01 April 2013 as stated in the resignation letter provided that the following conditions are fully complied on or before 31 May 2013:

            1. That the detailed list of all records, materials, supplies etc. shall be properly endorsed to the Board on or before 26 April 2013; and such records, materials, supplies etc. shall be physically turned over and be cleared before the stipulated time frame which is 31 May 2013;

            2. That all the withdrawn funds reflected in the bank statement used for administrative and project activities shall be liquidated properly and accordingly. Financial and liquidation reports should be in excel worksheet forms / versions for the Alliance's easy archiving. Project liquidation reports and other financial reporting of such nature, should be duly accomplished by the all individuals concerned. Then, liquidation reports including the supporting documents shall be reviewed by the Department Secretary of Budget and Finance/Corporate Treasurer and shall be forwarded to the Secretary General, thereafter. The Secretary General shall formally endorse the liquidation reports to the Board subject to approval. All unsubstantiated and erroneous claims, which include financial reports with frail evidence, expenditures unrelated to the Alliance operations and project activities, diversion of funds with no prior approval from the National Executive Council and/or Board, shall be returned to the Alliance on the agreed arrangements by the Board and the resigned party.

The Corporate Auditor shall participate with other concerned officers/parties in examining all transactions and perform sampling to ensure correctness and accuracy of financial statements. Even with the absence of finance manual, the Corporate Auditor shall examine samples under basic accounting rules and principles;

            3. That the project reports which comprise the approved concept note, interim note and final project report of the following project: Usapang Kalusugang Pangkalahatan, Youtube Series (Care Challenge Project), ILO-Decent Work Across Borders Project, and other projects as the case may be shall be endorsed to the incumbent Secretary-General, which shall be endorsed to the Board for approval thereafter. Even when the reporting of past AYNLA projects is subject to the funding agencies' deadlines, the Alliance should demand an interim report of all accomplished process targets.

4. That the resigned party shall help in facilitating the payment of obligations to a certain Mrs. Santuile by providing assistance on the money to be received from PhilHealth as part of the resigned party’s previous deliverable;

5. That the resigned party shall personally endorse his resignation to ALL partners and the same shall copy furnish the incoming administration in all endorsements and make known to ALL AYNLA partners; and

6. That the resigned party shall help with the completion of all his other backlogs even with his immediate resignation or proper turnover, and he shall still be liable to all documentary transactions signed under his name even if he does not hold the presidency or the chairpersonship anymore.

Failure to do so, the Alliance in its capacity as a juridical person duly registered at the Securities and Exchange Commission of the Republic of the Philippines, will exhaust legal remedies and interventions to protect its best interest.

RESOLVED FURTHER to record the appreciation of the Board for the services rendered by the resigned party during his tenure as Chairperson of the Board of Trustees and National President & Chief Executive Officer of the Alliance respectively.

RESOLVED FURTHER THAT Nr. REIGNER JIREH ANTIQUERA, Vice-Chairperson, Nr. JONATHAN MONIS, Corporate Secretary, Nr. JANINA GILLIAN SANTOS, Corporate Treasurer and Nr. MARIA KRISTINA SIUAGAN, Corporate Auditor, be and is hereby severally authorized to file the necessary form with the Securities and Exchange Commission and/or other government agencies; and to do all such acts, deeds and things as may be necessary to give effect to this resolution.  

The resigned party, being interested in this business, neither discussed nor voted on the same.


Done in Ayala Center, Makati City, Philippines this 7th  day of April, 2013.



Signed,



(sgd).Nr. REIGNER JIREH ANTIQUERA

Vice-Chairperson


                   (sgd.)Nr. JONATHAN MONIS                      (sgd.)Nr. JANINA GILLIAN SANTOS
                     Corporate Secretary                                        Corporate Treasurer


                                                                        


                 (sgd). Nr. MARIA KRISTINA SIUAGAN                Nr. NORMAN SOLAMO
Corporate Auditor                                        Trustee-At-Large



                   (sgd.)Nr. LUIS GINO GUZMAN                          (sgd.)Nr. MARY JUNILLEE ARAÑO
Trustee-At-Large                                          Trustee-At-Large




(sgd.)Nr. JOHN PAUL PATRIARCA
Trustee-At-Large



CERTIFICATION

            I certify that the conclusions in the above Board Resolution had been reached in consultation before the incident was assigned to the writer of the resolution of the Board.



                                                                             (sgd). Nr. REIGNER JIREH ANTIQUERA
                                                                                    Vice-Chairperson/Presiding Officer