RESOLVED, that the execution of the Shelf Registration Statement and any of the amendments and supplements thereto by the Authorized Officers and directors of the Corporation either personally or by any of the Authorized Officers acting as attorney-in-fact and duly authorized agent for such directors pursuant to a power or powers of attorney executed by the directors, is specifically authorized; and be it further

FURTHER RESOLVED, that the execution of the Registration Statement and of any amendments and supplements thereto by the officers of the Company be, and the same hereby is, specifically authorized either personally or by the Chief Executive Officer and Chief Financial Officer (the “Authorized Officers”) as such officer’s true and lawful attorneys-in-fact and agents; and