Attached files
Exhibit
99.6
Board Resolution To Approve
and Accept Resignation of Directors and Officers and
Approve and Appoint New
Officers
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 23,
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;
WHERAS, four (4) new directors
were appointed on the date of Closing of the SEA, September 22,
2009;
WHEREAS, there are now eight
(8) directors on the Board and the following individuals have tendered their
resignations as Directors of the Corporation and Members of the Audit Committee
and their respective Officer positions (except Mr. Choo Jee Sam who wishes to
resigns as Director and Chairman of the Board and member of the audit Committee)
with effect from the date herein:
(1) Mr. Jee
Sam Choo as a Director
and Chairman of the Board;
(2) Mr. Kok
Keng Low as a Director,
Executive Vice President and Chief Operating Officer;
(3) Mr. Yu
Hua Chen as a Director
and Chief Officer-Greater China; and
(4) Mr. King
Kau Ng as a Director,
President and Chief Executive Officer.
WHEREAS, Mr. Thomas Chee Leong Wong has tendered his
resignation as Chief Financial Officer of the Corporation with effect from the
date herein; and
WHEREAS, Ms. Katherine
Yoke-Lin Tung has
tendered her resignation as Secretary & Treasurer of the Corporation with
effect from the date herein.
WHEREAS,
due to the resignations of the above Officers, the following individuals have
been appointed as Officers of the Corporation to operate and manage the
Corporation with effect from the date herein:
(1) Mr. Hau
Tsin Shoon as Chief
Executive Officer and Secretary & Treasurer under an employment contract
entered into with the Corporation on the date herein.
(2) Ms. May
Yin Thum as Chief
Financial Officer under an employment contract entered into with the Corporation
on the date herein.
(3) Mr. Yong
Qing Tey as Chief
Operating Officer under an employment contract entered into with the Corporation
on the date herein.
NOW THEREFORE, BE IT RESOLVED,
that the resignations of: (1) Mr. Jee Sam Choo, as a Director, Chairman
of the Board and a Member of the Audit Committee of the Corporation; (2) Mr. Kok
Keng Low as director,
Executive Vice President & Chief Operating Officer and a Member of the Audit
Committee of the Corporation; (3) Mr. Yu Hua Chen as a Director, Chief
Officer – Greater China and a Member of the Audit Committee of the Corporation;
(4) Mr. King Kau Ng as a
Director, President & Chief Executive Officer and a Member of the Audit
Committee of the Corporation; (5) Mr. Thomas Chee Leong Wong as the Chief Financial
Officer of the Corporation; and (6) Ms. Katherine Yoke-Lin Tung as the Secretary &
Treasurer of the Corporation, be ,and hereby are, accepted and
approved;
FURTHER RESOLVED, that the
appointments of (1) Mr. Hau Tsin Shoon as Chief Executive
Officer and Secretary & Treasurer of the Corporation under an employment
contract on the date herein; (2) Ms. May Yin Thum as Chief Financial
Officer of the Corporation under an employment contract on the date herein; and
(3) Mr. Yong Qing Tey as
Chief Operating Officer of the Corporation under an employment contract on the
date herein, be, and are hereby, approved.
FURTHER RESOLVED, that any of
the Directors of the Corporation be, and hereby is, 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 23,
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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TEY
YONG QING
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SHOON
HAU TSIN
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TEY YONG
QING
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SHOON HAU
TSIN
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FAN
FOO MIN
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THUM
MAY YIN
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FAN FOO
MIN
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THUM MAY
YIN
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