Shareholder Consent to S-Corporation Election of Galaxy Holdings

This Shareholder Consent (the "Consent") is given with respect to the election by Galaxy Holdings, a TX LLC with Employer Identification Number (the "Corporation"), to be treated as an "S corporation" for federal income tax purposes under Section 1362(a) of the Internal Revenue Code of 1986, as amended (the "Code").

1. Cover Note for IRS Form 2553

The Corporation intends to file IRS Form 2553, Election by a Small Business Corporation, electing S-corporation status effective . This Consent satisfies the shareholder consent requirement of Section 1362(a)(2) of the Code and the instructions to Form 2553. A copy of this executed Consent should be retained with the Corporation's tax records and the filed Form 2553. The selected tax year of the Corporation is .

2. Consent of Shareholders

Each of the undersigned, being a shareholder of the Corporation, hereby consents to the Corporation's election to be treated as an S corporation effective . Each undersigned shareholder represents that the information set forth opposite such shareholder's name below is true and correct, and that such shareholder is an eligible S-corporation shareholder under Section 1361(b) of the Code.

3. Representations and Undertakings

Each undersigned shareholder acknowledges that the S-corporation election may not be revoked or modified without the consent of shareholders holding more than one-half of the shares of stock of the Corporation, and agrees to report income, loss, deductions, and credits consistently with the Corporation's status as an S corporation for all periods in which the election is in effect.

4. Governing Law

This Consent is given under the Code and is governed, to the extent state law applies, by the laws of the State of TX. This Consent may be executed in counterparts, each of which is deemed an original.

Shareholder / Officer

Name: Michael Yuan
Title: General Manager
Date:

Consenting Shareholder

 

Name:
Shares:
Date: