Unanimous Written Consent of the Board of Directors of Adino Energy Corporation Authorizing Director Compensation in Restricted Stock

Summary

Adino Energy Corporation's Board of Directors unanimously agreed, without a formal meeting, to compensate its directors—Sonny Wooley, Timothy G. Byrd, Sr., and Peggy Behrens—with restricted common stock. The compensation consists of 1,500,000 shares each to Sonny Wooley and Timothy G. Byrd, Sr., and 500,000 shares to Peggy Behrens, valued at the closing price on February 20, 2009. This action is formalized under Montana law and is effective as of the date signed by all directors.

EX-10.4 16 v149560_ex10-4.htm Unassociated Document

UNANIMOUS CONSENT OF THE BOARD OF DIRECTORS OF
ADINO ENERGY CORPORATION

  
Pursuant to Montana Code Section 35-1-432, the directors of Adino Energy Corporation (the “Company”) hereby take the following corporate action, which shall have the same force and effect as if the same were taken at a duly called meeting of the Board of Directors of the Company.  The directors signing this consent certify that they have waived notice of meeting.

WHEREAS, the Company believes the members of the Board of Directors are entitled to compensation for their efforts as Directors

THEREFORE, BE IT RESOLVED that the Company authorizes the following payments to the members of the Board of Directors in Rule 144 restricted common stock as of the closing price on February 20, 2009:
   
Sonny Wooley
1,500,000 shares
Timothy G. Byrd, Sr.
1,500,000 shares
Peggy Behrens
500,000 shares
   
WHEREFORE, THE FOREGOING CORPORATE ACTS ARE HEREBY RESOLVED BY THE BOARD OF DIRECTORS AS OF THE LATEST DATE WRITTEN BELOW.
 
_/s/___________________________
Sonny Wooley
Chairman of the Board of Directors
Date:  2/20/2009

_/s/___________________________
Timothy G. Byrd, Sr.
Director
Date:  2/20/2009

_/s/___________________________
Peggy Behrens
Director
Date:  2/20/2009