Blackhawk USA, Inc. Watch

from S-1 13 pages Bylaws of Blackhawk USA, Inc., a Nevada Corporation

from S-1 9 pages The Undersigned, Constituting All of the Members of the Board of Directors (The "Board") of Blackhawk USA, Inc., a Nevada Corporation (The Corporation), in Lieu of Holding a Meeting of the Board, Hereby Consent to the Taking of the Actions Set Forth Herein, and the Approval and Adoption of the Following Resolutions by This Unanimous Written Consent ("Written Consent") Pursuant to Section 78.315 of the Nevada General Corporation Law: Articles of Incorporation Resolved, That the Articles of Incorporation of the Corporation Filed With the Nevada Secretary of State Hereby Are Adopted, Ratified and Affirmed in All Respects. Resolved Further, That the Secretary of the Corporation Is Authorized and Directed to Insert a Certified Copy of the Articles of Incorporation in the Corporation's Minute Book. Adoption of Bylaws