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r and at the time prescribed by said laws, and all tights at any dm conferred upon the Board of Directors and the stockholders by duste A tricks of Incorporation are granted subject to the provisions of this Article. lisignantre: page follows] 6 CONFIDENTIAL — PURSUANT TO FED. R GRIM. P. 6(e) &A4\ 93)&1044
nt Number: . the duty defied and acting (the "Corporation, hereby certify that: (1) The follow:xi resolutions were adopted by unanimous consent of the Board of Directors of the Corporation on the day of T.A1 . c)-o13 : RESOLVED. that any wean designated by the Pres of the Corporation we authorized on behalf of
tion of the Company; (f) any oth=r material change in the Company's corporate structure or business; (g) a=y change in the Company's Certificate of Incorporation or By-Laws or any =ctions which may impede the acquisition of control of the Company by any person; (.) a class of equity security of the Company be
it gives oral or written notice to First Chicago Trust Company of New York (the "Depositary") of its acceptance for payment of such Shares. While the Board of Directors of the Company believes that the Shares represent an attractive investment for its continuing stockholders, the purpose of the Offer is to allow those
t approved by the Board of Directors (and, if applicable, any requisite series or class of stock as may be required in the Company's Certificate of Incorporation), (ii) pursuant to the Company's first firm commitment underwritten public offering pursuant to an effective registration statement on Form S-1 or F
ant to this Section 2.1 a certificate signed by the President or Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such registration statement to be filed and it is therefore
t approved by the Board of Directors (and, if applicable, any requisite series or class of stock as may be required in the Company's Certificate of Incorporation), (ii) pursuant to the Company's first firm commitment underwritten public offering pursuant to an effective registration statement on Form S-1 or F
ant to this Section 2.1 a certificate signed by the President or Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such registration statement to be filed and it is therefore
Entities connected to both Incorporation and the Board of Directors of

Jeffrey Epstein
PERSON
U.S. Virgin Islands
LOCATIONDarren Indyke
PERSON
United States
LOCATION
Richard Kahn
PERSONSouthern Trust Company
ORGANIZATION
George Mitchell
PERSONthe Office of the Lieutenant Governor
ORGANIZATION
Financial Trust Company
ORGANIZATION
Samantha Power
PERSON
Eric Holder
PERSONthe "Common Stock"
ORGANIZATION
George W. Bush
PERSONthe Certificate of Incorporation
ORGANIZATION
Sarah Ferguson
PERSONthe Common Stock
ORGANIZATION
Les Wexner
PERSONthe State of New York
LOCATIONthe Securities and Exchange Commission
ORGANIZATION
New York City
LOCATION