Epstein Secrets

of Cypress, Inc. A company duty organized and ensang under the laws of Corporate Resolutions For Telephone( Telex/Facsimile/Written Instructions V.S. Virgin Island Heft at American Yacht Harbor on the 5 day Of Aprr , 20 12 . IT WAS RESOLVED 1. That the company issue in favor of FirstBank (the 'Ban

he United States (hereinafter called the "Virgin Islands"), and particularly the General Corporation Law of the Virgin Islands (Chapter 1, Title 13, Virgin Islands Code), as the same may be amended from time to time, do make ant/ file these Articles of Incorporation in writing and do certify: ARTICLE], The nam

number be fewer than three (3). The directors need not be stockholders. In furtherance and nor in limitation of the powers conferred by the laws of rse Virgin Islands, and subject at all tunes to the provisions thereof, the Board of Directors is expressly authorized and empowered: (a) To make, adopt and amend t

e to time at :he discretion of the Board of Directors. The Corporation may also maintain an additional office or offices at such other places within the US Virgin Islands as the Board of Directors may, from time to time, designate. aulazilL iaDESEIMPAIOWEES Staieni=AnS The animal meeting of the Mareholdm of the Cor

SD NY_GM_000 13570 CONFIDENTIAL FirstBankPR000733 EFTA 0[)124213 EFTA01269380 (b) Except as otherwise required by the applicable provisions of the Virgin Islands Code, notice of special meetings shall be mailed &reedy to each Director, addresscd to the Director at his or her residence or usual place of business,

te, thespective of the number of shares of stock, if any, uthieb the Director may hold. (b) Except as otherwise provided by appbcable provisions of the Irvin Islands Code, by the Milder, or by these Bylaws, the action of a majority of the Directors present at any meeting at which a quorum is picot, shall be the

ve no power effectively to thaw the quorum for meetings of shareholders or of the Board of Directors, or to effectively change any provisions of the Bylaws with respect to the removal of directors or the ailing of mouicies in the Board resulting horn removal by the shareholders; provided, however, that

e, itrespective of the number of shares of stock, if any, which the Director may hold. (b) Except as otherwise provided by applicable provisions of the Virgin Island* Code, by the Articles, or by these Bylaws, the action of a majority of the Directors present at any meeting at which a goon= is present shall be t

n. corporation, or government or governmental agency. (3) To conduct its business in the United States Virgin Islands and to have offices within the United Stara Virgin Islands. (4) To borrow or raise money to any amount permitted by law by the sale or issuance of obligations of any kind, to guarantee loans, other types of

resolution or resolutions providing for the issue of such mock adopted by the Board of Directors and duly filed with the office of the Lt. Governor of.the Virgin Islands in accordance with Sections 91 and 97, Chapter 13, Virgin Islands Code; as the same may be amcndcd from time to time. vg[ No stockholder shall se

ed in said notice, shall be deemed equivalent thereto. eection S - Ottorum: Except as otherwise provided herein, or by the applicable provisions of the Virgin Islands Code, or in the Articles of Incorporation (such Articles and any amendments thereof being herein collectively refaced to as the "Articles") at all meeti

r, which shall be disallowed in whole or in part as a deductible expense pursuant to the Internal Revenue Code of 1986, as amended, as applicable to the U.S. Virgin Islands, shall be reimbursed by such office: of the Corporation to the full extent of such disallownice. It shall be the duty of the Directors, as s Board,

to FirstBank. that at a meeting of the Board of Directors of Laurel, Inc. ('Corporation') a corporation organized and most* under the laws of U.S. Vinqin Islands duly eared and duty held on the 5 day of April . 2012 the frAkming Resolutions were duly adopted, and that the said Resolutions have Wien

no power effectively to change the quorum for meeting} of shareholders or of the Board of Directors, or to effectively change any provisions of the Bylaws with respect to the removal of directors or the Filling of vacancies in the Board resulting from removal by the shareholders; provided, however, tha

esident agent of the f orporation, is Itupiness 13asics !LC, whose physical and mailing address t. 9100 Port of Sale Mall, Suite IS, Sr. 'Thomas, cf.& Virgin Islands 00802. ARTICLE III Without limiting in any manner the scope and generaliry of the allowable functtons of the7Critporation, and subject to the pro

duly recorded in this office on the aforesaid and to be in full force and effect from that date. Witness my hand and the seal of the Government of the United States Virgin Islands, at Charlotte Amalie, this 13th day of May, A.D. 2015. OSBERT E. POTTER Lieutenant Governor of the Virgin Islands CONFIDENTIAL SDNY_GM_00005968

gin Islands Code, Sections 1-453, as they rmy be from time m time amended. Seeactai=rIlessafxstanset Al) meetings of shareholders shall be held in the U.S. Vitgin Islands at the principal office of FSG, oe at such other places as shall be designated in the notices of such meetings oc waivers of notice of such meetings

ed in said notice, shall be deemed equivalent thereto. Fiection 5 - Quorum: Except as otherwise provided herein, or by the applicable provisions of the Virgin Islands Code, or in the Articles, at all meetings of shareholders of FSG, the presence at the commencement of such meetings in pason or by pray of any number of

no power effectively to change the quorum for meetings of shareholders or of the Board of Directors, or to effectively change any provisions of the Bylaws with respect to the removal of direct= oc the filling of vacates in the Board of Directors resulting from removal by the shuthoklenr; provided. howe

a r c: The resident agent shall be Business Basics VI, LIE, whose mailing a4xesesis Sraf0E Havensight, Port of Salt, Suite 15-16, St Thomas, L`.S. Virgin Islands 00801 ant wS5*i' physical address is 9100 Havensight, Port of Sal; Suite 15-16, St. none, VS, VIVgii Islands 00802. b.., =:r a-4 CZt ITO --1 tV

rated exclusively for one or more of the purposes specified in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, as applicable to the U.S. Virgin Islands (the "Code') including, but not limited to the following: A. To support the expression of gratitude for the idtds of America. B. To carry out any

certify that GRATITUDE AMERICA, LTD. has filed in the Office of the Lieutenant Governor the requisite annual reports and statements as required by the Virgin Islands Code, and the Rules and Regulations of this Office. In addition, the aforementioned entity has paid all applicable taxes and fees to date, and has a leg

persons who indicate an interest in the object and purposes of the Corporation. The Board of Directors will set requirements for membership in the Bylaws, including any dues. ARTICLE VIII BY LAWS Before transacting any business or acquiting by unanimous consent of the Board of Directors altered or

he United States (hereinafter called the "Virgin Islands"), and particularly the General Corporation Law of the Virgin Islands (Chapter 1, Title 13, Virgin Islands Code), as the same may be amended from time to time, do make and file these Articles of Incorporation in writing and do certify: ARTICLE The name

slands Code, Sections 1-453, as they may be from time to time amended. Sgritios 3 — Place of issling% All meetings of shareholders shall be held in the U.S. Virgin Islands at the principal office of the Corporation, or at such other places as shall be designated in the notices or waivers of notice of such meetings and

ted in said notice, shall be deemed equivalent thereto. Section 5 - Osmium: Except as otherwise provided herein, or by the applicable provisions of the Virgin Islands Code, or in the Articles of Incorporation (such Articles and any amendments thereof being herein collectively referred to as the "Articles') at all meet

no power effectively to change the quorum for meetings of shareholders or of the Board of Directors, or to effectively change any provisions of the Bylaws with respect to the removal of directors or the filling of vacancies in the Board resulting from removal by the shareholders; provided, however, tha

the United States (hereinafter called the "Virgin islands"), and particularly the General Corporation Law of the Virgin islands (Chapter I, Tide 13, Virgin Islands Code), as the same may be amended from time to time, do make and file these Articles of Incorporation in writing and do certify: ARTICLE I The nam

CONFIDENTIAL FirstearikPRO00660 SDNY_GM_000 13497 EFTA_00124140 EFTA01269344 (b) Except as otherwise required by the apptiable provisions of the Virgin Islands Code, notice of *pearl meetings shall be mailed directly to each Director, addressed to the Director at his or her residence or usual place of business,

e oo power effectively to change the mimeo for meetings of shareholders or of the Board of Director., or to effectively change any provisions of the Bylaws with respect to the removal of directors or the filling of vacancies in the Board resulting from removal by the shareholders; provided, however, tha

ated exclusively for one or snore of the purposes specified in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, as applicable to the U.S. Virgin Islands (the "Code") including, but not limited to the following: A. To support the expression of gratitude for the ideals of America. B. To carry out any

n the U.S. Virgin Islands that may lawfully be carried out by a U.S. Virgin Islands non-profit corporation incorporated under Chapter 3, Tide 13 of the Virgin Islands Code. Section 2: The Corporation shall not any on any activities not permitted to be carried on by a corporation exempt from federal taxation under Sec

persons who indicate an interest in the object and purposes of the Corporation. The Board of Directors will set requirements for membership in the Bylaws, including any dues. ARTICLE VIII fl rL&WS Before transacting any business or acquiring any property, By-Laws shall be adopted by unanimous conse