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UNANIMOUS WRITTEN CONSENT IN LIEU OF <br />2019 ANNUAL MEETING OF THE BOARD OF DIRECTORS <br />OF <br />ELECNOR BELCO ELECTRIC, INC. <br />January 1,2019 <br />The undersigned, being all of the members of the Board of Directors (the "Board") of Eleenor Belco <br />Electric, lno., a California corporation (the "Company"), in lieu of holding a meeting of the Board, hereby <br />take the following actions and adopt the following resolutions by unanimous written consent: <br />WHEREAS, the Board has determined that it is in the Company's best interests to appoint a <br />revised slate of Officers of the Company. <br />NOW, THEREFORE, BE IT RESOLVED, that the following persons be, and hereby are, <br />elected to the offices set forth opposite their respective names, to hold such offices until their respective <br />successors are elected and qualified at or before the next annual meeting of the Board, or until their earlier <br />respective deaths, resignations or removals: <br />President and Chief Executive Officer <br />Alberto Garcia De Los Angeles <br />Chief Financial Officer <br />Jeroni Gervilla <br />Senior Vice President, General Counsel <br />Roger Devito <br />and Assistant Secretary <br />Vice President for Construction <br />John Wong <br />Secretary <br />Pedro Ensile <br />FURTHER RESOLVED, that Alberto Garcia De Los Angeles, Jeroni Gervilla, Alberto Garcia <br />and Roger DeVito in their respective capacities (listed above) subject to such supervisory powers of the <br />Board of Directors, hereby are authorized and directed to perform all the duties commonly incident to that <br />office; shall have authority to execute in the name of the Company contracts, leases and other written <br />instruments to be executed by the Company; and, shall perform such other duties as the Board of <br />Directors may from time to time determine. <br />FURTHER RESOLVED, that the President and Chief Executive Officer may delegate authority <br />to any Chief Financial Officer or Chief Operating Officer or Senior Vice President or Vice President as <br />and within their authority levels as set forth in the Company's Bylaws, as the same may be amended from <br />time to time; <br />FURTHER RESOLVED, that Roger DeVito, in his capacity of Senior Vice President, is <br />hereby authorized and directed to: <br />1. Negotiate, sign, amend and terminate agreements in connection with the purpose of the Company, <br />for all contracts up to $250,000.00, and acting jointly with Alberto Garcia De Los Angeles or <br />Jeroni Gervilla for all contracts in amounts greater than $250,000,00. <br />2. Execute, atnend and finalize bid proposals in connection with the purpose of the Company, for all <br />proposals up to $1,000,000.00, and acting jointly with Alberto Garcia De Los Angeles or Jeroni <br />Gervillafor all proposals in amounts greater than $1,000,000.00, <br />23A-11 <br />