ACTION OF DIRECTORS BY WRITTEN CONSENT–DIRECTOR’S RESIGNATION

The undersigned, who collectively comprise the Board of the Directors (the “Director”) of EVOLUTION, INC., a Nevada corporation (the “Corporation”), agree unanimously to the following:

WHEREAS, the Director is the last remaining Director serving on the Board of Directors of the Corporation.

WHEREAS, the Director desires to resign his position as Director, and concurrently with such resignation, to appoint an individual to serve on the Board of Directors.

RESOLVED, that immediately upon execution of this written consent, that the undersigned Director hereby resigns his position as Director.

RESOLVED, that all rights of indemnification enjoyed by the departing Director under the laws of the Corporation’s state of charter and under the Corporation’s Articles of Incorporation and Bylaws shall remain in full force and effect following the departing Director’s resignation for all time.

RESOLVED, that immediately upon execution of this written consent, that Mr. ______________ is appointed to serve as Director of the Corporation.

RESOLVED, that this resolution is conditioned upon the payment of $10,000 to the departing Director, such sum representing accrued wages, and represents the full satisfaction of outstanding wages due to the departing Director.

Date:________

___________________________________
_____________________, Director

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