Case rlj11 Doc 31 Filed 11/09/18 Entered 11/09/18 14:49:13 Page 1 of X

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1 Case -rlj11 Doc 31 Filed 11/09/18 Entered 11/09/18 14:49:13 Page 1 of 9 X

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5 Case -rlj11 Doc 31 Filed 11/09/18 Entered 11/09/18 14:49:13 Page 5 of 9 RESOLUTION OF REAGOR AUTO MALL LTD. October 25, 2018 The undersigned, Bart Reagor and Rick Dykes, certify that they are the duly elected and acting Managing Members of Reagor-Dykes Auto Mall I, LLC, a Texas limited liability company, and that Reagor-Dykes Auto Mall I, LLC is the general partner of REAGOR AUTO MALL LTD., a Texas limited partnership ("Company") and the undersigned further certify that Reagor-Dykes Auto Mall I, LLC, in accordance with its operating agreement, and as general partner of the Company in accordance with the agreement of limited partnership, have adopted the following resolutions: RESOLVED, that the Company be, and it hereby is authorized to file with the United States Bankruptcy Court for the Northern District of Texas, Lubbock Division (the "Bankruptcy Court") a voluntary petition under Chapter 11 of the Bankruptcy Code and the Managing Members of the General Partner of the Company are authorized to perform any and all such acts (as an "Authorized Officer") of the Company as may be deemed to be reasonable, advisable, expedient, convenient, proper or necessary to effect the foregoing; FURTHER RESOLVED, that the Authorized Officer be, and hereby is, authorized and empowered to retain, on behalf of the Company the law firm of Foley Gardere, Foley & Lardner, LLP, Dallas, Texas, to act as counsel in the representation of the Company as debtor and debtor-inpossession in such case under the Bankruptcy Code and in all matters arising in connection therewith; FURTHER RESOLVED, that the Authorized Officer be, and hereby is, authorized and empowered to retain, on behalf of the Company the firm of BlackBriar Advisors, LLC ( BlackBriar ), to act as Chief Restructuring Officer of the Company as debtor and debtor-inpossession in such case under the Bankruptcy Code and in all matters arising in connection therewith; FURTHER RESOLVED, that BlackBriar be, and hereby is, authorized and empowered, on behalf of the Company, in connection with any case commenced voluntarily under Chapter 11 of the Bankruptcy Code, to file or cause to be filed with the Bankruptcy Court, a Plan of Reorganization, together with any amendments or modifications thereto or restatements thereof (the "Plan") providing for the reorganization of the Company upon such terms as BlackBriar executing the same shall deem necessary or appropriate; FURTHER RESOLVED, that BlackBriar be, and hereby is, authorized and empowered on behalf of the Company, to open such bank accounts in approved depositories as authorized by the U.S. Trustee's Office, in order to deposit funds of the Company; FURTHER RESOLVED, that the Authorized Officer be, and hereby is, authorized and empowered to take or cause to be taken any and all such further action, to execute and deliver any and all such further instruments and documents and to pay all such fees and expenses, as the

6 Case -rlj11 Doc 31 Filed 11/09/18 Entered 11/09/18 14:49:13 Page 6 of 9 Authorized Officer so acting shall deem appropriate in his judgment to fully carry out the intent and accomplish the purposes of these Resolutions; and FURTHER RESOLVED, that all actions heretofore taken by the Authorized Officer, in the name of and on behalf of the Company, in connection with any of the foregoing matters are hereby in all respects ratified, confirmed and approved. IN WITNESS WHEREOF, by the undersigned signatures, we certify that everything set forth herein is true and correct, and that the Resolutions set forth herein are intended to be effective as of October 25, REAGOR AUTO MALL LTD. By: c\artreg By: Reagor-Dykes Auto Mall I, LLC, General Partner Rick Dykes, Managing Member

7 Case -rlj11 Doc 31 Filed 11/09/18 Entered 11/09/18 14:49:13 Page 7 of 9 Related Cases In re Reagor-Dykes Motors, LP (Case No ) In re Reagor-Dykes Imports, LP (Case No ) In re Reagor Amarillo, LP (Case No ) In re Reagor-Dykes Auto Company, LP (Case No ) In re Reagor-Dykes Plainview, LP (Case No ) In re Reagor-Dykes Floydada, LP (Case No ) In re Reagor-Dykes Auto Mall III LLC ( ) In re Reagor-Dykes Auto Mall I LLC ( ) In re Reagor-Dykes Snyder, L.P. ( ) In re Reagor-Dykes II LLC ( )

8 Case -rlj11 Doc 31 Filed 11/09/18 Entered 11/09/18 14:49:13 Page 8 of 9 Fill in this information to identify the case: Debtor name Reagor Auto Mall, Ltd. United States Bankruptcy Court for the: Northern District of Texas (State) Case number (If known): Check if this is an amended filing Official Form 204 Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 20 Largest Unsecured Claims and Are Not Insiders 12/15 A list of creditors holding the 20 largest unsecured claims must be filed in a Chapter 11 or Chapter 9 case. Include claims which the debtor disputes. Do not include claims by any person or entity who is an insider, as defined in 11 U.S.C. 101(31). Also, do not include claims by secured creditors, unless the unsecured claim resulting from inadequate collateral value places the creditor among the holders of the 20 largest unsecured claims Name of creditor and complete mailing address, including zip code Name, telephone number, and address of creditor contact Nature of the claim (for example, trade debts, bank loans, professional services, and government contracts) Indicate if claim is contingent, unliquidated, or disputed Amount of unsecured claim If the claim is fully unsecured, fill in only unsecured claim amount. If claim is partially secured, fill in total claim amount and deduction for value of collateral or setoff to calculate unsecured claim. Total claim, if partially secured Deduction for value of collateral or setoff Unsecured claim Coindata $75, Dept. 716 P.O. Box 4346 Houston, TX Morris Publishing $53, P.O. Box 1486 Agusta, GA Reynolds $97, P.O. Box Columbus, OH WTG Fuels $38, P.O. Box Midland, TX Lamar $58, P.O. Box Baton Rouge, LA V Auto $32, P.O. Box Atlanta, GA Gene Messer $31, Rothway Street Houston, TX Advanced Graphix $29, rd St Lubbock, TX Official Form 204 Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 20 Largest Unsecured Claims page 1

9 Case -rlj11 Doc 31 Filed 11/09/18 Entered 11/09/18 14:49:13 Page 9 of 9 Reagor Auto Mall, Ltd. Debtor Case number (if known) Name Name of creditor and complete mailing address, including zip code Name, telephone number, and address of creditor contact Nature of the claim (for example, trade debts, bank loans, professional services, and government contracts) Indicate if claim is contingent, unliquidated, or disputed Amount of unsecured claim If the claim is fully unsecured, fill in only unsecured claim amount. If claim is partially secured, fill in total claim amount and deduction for value of collateral or setoff to calculate unsecured claim. Total claim, if partially secured Deduction for value of collateral or setoff Unsecured claim Finishmaster $24, P.O. Box Atlanta, GA Johnson's Auto Glass $23, P.O. Box Lubbock, TX De Lage Landen Financial Services $20, P.O. Box Philadelphia, PA Autozone $19, P.O. Box Atlanta, GA Midland Reporter $18, P.O. Box Prescott, AZ Reyna Capital $16, P.O. Box Dallas, TX National Credit $15, P.O. Box Los Angeles, CA Autotrader $15, P.O. Box Atlanta, GA KCBD $13, Ave A Lubbock, TX ATD American Tire Distributors $12, Vantage Dr #103 Carrollton, TX Cargurus $12, Canal Park #4 Cambridge, MA Texas Car Worx $11, N I27 Plainview, TX Official Form 204 Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 20 Largest Unsecured Claims page 2

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy 04/16

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy 04/16 Fill in this information to identify the case: United States Bankruptcy Court for the: Northern Case 18-50322-rlj11 Doc 14 Filed 11/09/18 Entered 11/09/18 14:55:10 Page 1 of 7 Teas District of (State)