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EXHIBIT 6.1
ARMITEC, INC.
UNANIMOUS WRITTEN CONSENT BY THE BOARD OF DIRECTORS
The undersigned, constituting all of the directors of Armitec, Inc.
(the "Corporation"), a Delaware corporation, by affixing their signatures
hereto, do hereby consent to and take the following action and adopt the
following resolutions, as if the same had been done at a meeting of the Board
of Directors duly called and held:
RESOLVED, that pursuant to the Plan and Agreement to Exchange Stock by
and among Armitec.com, Inc., the Armitec.com shareholders, and Armitec, Inc.,
dated September 15, 2000, (the "Share Exchange") the following persons have
resigned in all capacities as corporate officers and directors of the
Corporation as of the closing of the Share Exchange;
William S. Bryant
Donald C. Carman
FURTHER RESOLVED, that the resignation of William S. Bryant and
Donald C. Carman as officers and directors of the Corporation is hereby
accepted effective as of the closing of the Share Exchange.
IN WITNESS WHEREOF, the undersigned have executed this consent as of
the 6th day of November, 2000.
By /s/ William S. Bryant
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William S. Bryant
By /s/ Donald C. Carman
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Donald C. Carman
Constituting all of the directors
of Armitec, Inc.
