Attached files
Exhibit
99.1
Board Resolution To Approve
and Appoint 4 New Directors
ACTION
BY WRITTEN CONSENT OF THE DIRECTORS
OF
MEZABAY
INTERNATIONAL INC.
(FORMERLY,
CARDTREND INTERNATIONAL INC.)
a
Nevada corporation
Pursuant
to Section 78.315 of the Nevada Revised Statutes, the undersigned (each, a
“Director”),
constituting a majority of the members of the Board of Directors of MEZABAY
INTERNATIONAL INC. (Formerly, CARDTREND INTERNATIONAL INC.), a Nevada
corporation (the “Corporation”), and in
accordance with the Bylaws thereof, do hereby waive notice of a meeting and
adopt, approve, confirm, and ratify in writing, without a meeting, the following
resolutions as though said resolutions were adopted at a duly noticed and
properly held meeting of the Board of Directors of this Corporation, effective
as of September 22,
2009.
WHEREAS, the Corporation has
on the date herein completed the Closing of the Share Exchange Agreement (“SEA”)
for the acquisition of Gaeawave Sdn. Bhd. which was approved by the Board of
Directors on September 11, 2009;
WHEREAS, pursuant to one of
the terms of the SEA, the Board of Directors of the Corporation shall
consent to the appointment of four (4) individuals nominated by TEY and CHAI,
the shareholders of Gaeawave, to act as Directors of the Company with effect
from the Closing Date;
WHEREAS,
the Closing of the SEA was completed on the date herein; and
WHEREAS, the following
individuals have been nominated to be Directors of the Corporation:
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(1)
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Tey Yong Qing (Malaysia
I/C No. 840623-07-5685), of 110, Taman Perdana, Jalan Bakri, 84000, Muar,
Johor, Malaysia;
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(2)
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Shoon Hau Tsin (Malaysia
I/C No. 790515-14-5153), of 30, Jalan SS20/18, Damansara Utama, Petaling
Jaya, 47400 Selangor, Malaysia;
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(3)
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Fan Foo Min (Malaysia
I/C No. 750619-01-5103), of 21, Jalan Perdana 2/4, Pandan Perdana, 55300
Kuala Lumpur, Malaysia; and
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(4)
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Thum May Yin (Malaysia
I/C No. 631223-08-5234), of 59-1, Jalan 35/26, Block E, Rampai Court,
Setapak, 53300 Kuala Lumpur, Malaysia;
and
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WHEREAS, each of the above
nominated persons has given his/her
consent to act as per the attached.
NOW THEREFORE, BE IT RESOLVED,
that above named individuals be, and hereby are, appointed Directors of the
Corporations, bringing the total number of the members of the Board from four
(4) to eight (8);
FURTHER RESOLVED, that the
Chief Executive Officer, Mr. Ng, or any of all the other Officers of the
Corporation be, and hereby are, authorized and directed to do and perform such
action as necessary to execute and deliver such other documents for and on
behalf of the Corporation, as may in his or her discretion be deemed reasonably
necessary or proper in order to carry into effect any of the provisions of these
Resolutions.
IN WITNESS WHEREOF, the
undersigned Directors have executed this Action by Unanimous Written Consent of
the Directors, effective as of September 22,
2009.
The
undersigned, constituting all of the Directors of the Corporation, hereby direct
that a fully executed original of this Written Consent be delivered to the
Secretary of this Corporation for filing in the minutes book of the
Corporation.
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KING
K. NG
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LOW
KOK KENG
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King
K. Ng
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Low
Kok Keng
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CHEN
YU HUA
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CHOO
JEE SAM
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Chen
Yu Hua
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Choo
Jee Sam
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