CERTIFICATION OF SECRETARY

I, Stephanie Shearer, being duly appointed Secretary of Boyar Value Fund, Inc. an investment company incorporated in the state of Maryland, duly certify and attest that, at a Board of Directors meeting held on February 5, 2019, the following resolutions were adopted:

RESOLVED, that the Board hereby authorizes the appropriate officers of the Fund to renew the Fund’s Fidelity Bond coverage for the term May 14, 2019 to May 14, 2020, in a form and amount substantially similar to the Fund’s current fidelity bond policy issued by the Travelers Casualty and Surety Company in an aggregate amount of $1,000,000, it having been determined to be reasonable in form and amount, after giving due consideration to all factors deemed relevant by this Board, including, among other things, the value of the aggregate assets of the Fund to which any covered person may have access, the arrangements for custody and safekeeping of such assets and the nature of the securities in the portfolios of the Fund; and

FURTHER RESOLVED, that the Secretary of the Fund be, and hereby is, authorized to file or cause to be filed the fidelity bond with the SEC and give the notices required under Paragraph (1) of Rule 17g-1 under the 1940 Act.

IN WITNESS WHEREOF, I have executed my name as Secretary this 22nd day of May 2019.

/s/ Stephanie Shearer

Stephanie Shearer

Secretary