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ber be less than three. The directors need not be stockholders, 2. In furtherance and not in limitation of the powers conferred by the laws of the Virgin Islands. and subject at all times to. the provisions thereof..the Board of Directors is expressly authorized and empowered: a) ' Subject to the right of a
laws of the United States Virgin Islands ("FTC'), is the sole shareholder of Jeepers, Inc., a corporation organized and existing.under the laws of the United States Virgin islands ("Jeepers!), which has elected to be taxed as a qualified subchapter S subsidiary; WHEREAS, the Board of Directors of, FTC determined that
or and on behalf of the Corporation, to-execute an&deliverthe Meier Agreement, and to execute and file with'the Office of the Lieutenant Governor of the United States Virgin Islands Articles of Merger in form and substance that has been approved by legal counsel to the Corporation as being compliant with the requirements of the GCL and
ecame a well-known client: In 1996, Epstein changed the name of his firm to The Financial Trust Company and based it on the island of St. Thomas in the US Virgin Islands. In 2003, Epstein publicly bid for New York Magazine, along with advertising executive, Donny Deutsch, investor Nelson Peitz, publishing mogul and
tion oflaw as a result of such Merger, the Corporation is to issue an additional ten thousand (10,000) shares of its Common Stock, .3.01 par value (the "Common Stock') to Epstein- (the "Additional Shates'-');* WHEREAS, the Board of Directors of the Corporation has determined that it is both advisable and in the be
a legal existence as a Lathed Liability Company so far as the reconls of this office show. .Witness my hand mul the seal of the •Govemment of the Virgin Islando of the. United States, at Clunking Amalie, St.. Thomas, this 27th Jay of Felirttab!, 2013., G ORY R. FRANCIS — Lieutenant Governor of the Virgi
names. C. pima& The purpose of the Company is to operate any lawful business or to effectuate any purpose permitted by the law of the territory of the U.S. Virgin Islands. The Company shall have all the powers necessary or convenient to affect any purpose for which it is formed, including all powers granted by the Ac
t%e statements contained in these Articles of Organization are true. 7.1 ..r. to r-rf " rn • . Notary Public in at\ cl for the Tetfitory of the United States Virgin Islands My commission expires:. 4 Brett A. Gvary Nt.tary lidslic Nr.IA41 St. Moist' St. lotto. USVI My ecenntittinn Etpitet Itatitabet yl, 2015 CONFID
lando of the. United States, at Clunking Amalie, St.. Thomas, this 27th Jay of Felirttab!, 2013., G ORY R. FRANCIS — Lieutenant Governor of the Virginlslands • itte=zr-eargr•Crt53CRI"-::dat CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) It AS9)1W-0769 EFTA_OOO 19639 EFTA00169376 N% Gil 3 4(3 04-
tion of the Corporation; audit is further RESOLVED, that the specimen of stock certificate to evidence shares of the CoMmon Stock, par value 01.01 (the "Common Stock'), of the Corporation in the form submitted to the undersigned, which is to be filed with thi$ Cinsent, be and the same hereby is, approved and • ado
and on behalf of the Corporation, to execute and deliver the Merger Agreement, and to execute and file with the Office of the Lieutenant Governor of the United States Virgin Islands Articles of Merger in form and substance that has been approved by legal counsel to the Corporation as being compliant with the requirements of the GCL and
tion of law as a result of such Merger, the Corporation is to issue an additional ten thousand (10,000) shares of its Common Stock, $.01 par value (the "Common Stock') to Epstein (the "Additional Shares"); WHEREAS, the Board of Directors of the Corporation has determined that it is both advisable and in the best
and on behalf of the Corporation, to execute and deliver the Merger Agreement, and to execute and file with the Office of the Lieutenant Governor of the United States Virgin Islands Articles of Merger in form and substance that has been approved by legal counsel to the Corporation as being compliant with the requirements of the GCL and
tion of law as a result of such Merger, the Corporation is to issue an additional ten thousand (10,000) shares of its Common Stock, $.01 par value (the "Common Stock') to Epstein (the "Additional Shares"); WHEREAS, the Board of Directors of the Corporation has determined that it is both advisable and in the best
and on behalf of the Corporation, to execute and deliver the Merger Agreement, and to execute and file with the Office of the Lieutenant Governor of the United States Virgin Islands Articles of Merger in form and substance that has been approved by legal counsel to the Corporation as being compliant with the requirements of the GCL and
tion of law as a result of such Merger, the Corporation is to issue an additional ten thousand (10,000) shares of its Common Stock, $.01 par value (the "Common Stock') to Epstein (the "Additional Shares"); WHEREAS, the Board of Directors of the Corporation has determined that it is both advisable and in the best
Entities connected to both U.S. Virgin Islands and the "Common Stock'

Jeffrey Epstein
PERSONDarren Indyke
PERSON
Richard Kahn
PERSON
Financial Trust Company
ORGANIZATION
Les Wexner
PERSONSouthern Trust Company
ORGANIZATIONthe Office of the Lieutenant Governor
ORGANIZATIONDeutsche Bank Securities Inc.
ORGANIZATIONthe Board of Directors of
ORGANIZATIONDivision of Corporation
ORGANIZATIONMager
PERSON