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WAIVER OF NOTICE AND MINUTES OF <br />SPECIAL MEETING OF SHAREHOLDERS, <br />DIRECTORS AND OFFICERS OF <br />TGSV ENTERPRISES, INC. <br />The Special Meeting of the shareholders, directors and officers of the above named <br />corporation was called to order on August 9, 2009 by Jesus M. Gomez, the President of the <br />above named corporation. <br />The Secretary for the meeting, Mary V. Tatum, then called the role of the shareholders, <br />directors, and officers of the corporation. All shareholders, directors, and officers were either in <br />attendance at the meeting or else signed and executed the within document, indicating their <br />waiver of notice of the meeting and their ratification of the actions taken at the meeting. <br />The corporation's President, Jesus M. Gomez, then declared the meeting to be in <br />compliance with Florida Law and that the purpose of the annual meeting was to address the <br />following matters: <br />(a) Approval of Stock Purchase Agreement <br />After review and discussion the Stock Purchase Agreement between Gerard M. Vitale <br />and TGSV Enterprises, Inc., in the sum of $396,000 and effective January 1, 2009, was <br />unanimously approved after motion made and seconded. Said Stock Purchase Agreement <br />is attached hereto and fully incorporated into the corporate record. <br />There being no further business to come before the meeting, the President announced that <br />the Special Meeting of Shareholders, Directors and Officers of the corporation be <br />ADJOURNED. <br />DATED: August 9, <br />JESUS M. GOMEZ, Presidat & <br />11'� <br />.. zo�/C- _Z_= <br />GERARD M. VITALE, Shareholder <br />RICHARD GOMEZ, Vice -President, Shareholder <br />ROY RODRIGUEZ, Executive Vice -President <br />and ROY RODRIGUEZ, Trustee of the Roy <br />Rodriguez Revocable Trust dated April 4, 1994 <br />Shareholder <br />JAVIE RMIMA, Vice -President, Shareholder <br />MARY V. TATUM, Secretary/Treasurer, Shareholder <br />