EPSTEIN
page 5 / 365 . OCR, unverified
Company.
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Resident Ageht and Office
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3. The mailing address of the Company's initial Liesignated office is 9100 PortiAtSali Mak:Stile
15, St Thomat, US. Virgin Islands 00802.
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The physical ac₹afreiss of the Company's Mini: designated offite is 9100 Port o( Sale Mall,
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Suite 15, St. Thomas, US; Virgin Islands 008W,..
The name of its initial residentagent at-Such addressis Business Basics VI,.LIZ
The business address of the 'resident agent 410 the address of the 4/Agitated office are
identical.
ARTICLE TWO
PURPOSE
The purpose for winch the Company is organized !S to engage Many and all lawful business for
which a limited liabiliiy company may be nrganfzed wider the °won Limited Liability
Company Act and the otherlawa of the U,S; Virgirr!faands..
CONFIDENTIAL - PURSUANT TO FED. R. GRIM. P. 6(e)
DB-SDNY-0052764
CONFIDENTIAL
SDNY_GM_00198948
EFTA01362979
--- SOURCE: IMAGES__0031__EFTA01362980.txt ---
METADATA_SOURCE: IMAGES0031
METADATA_FILENAME: EFTA01362980.pdf
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The foregoing paragraph shall be construed as enumerating both 'Objects and purposes of this
Company, and it is hereby expressly provided that the foregoing numeration of specific
purposes shall not be held to limit or restrict in any manner Me purpostth of this Company
otherwise permitted by law.
ARTICLE THREE
QURATION AND SCC
The period of duration of this Company shall be perpetual. No member shall have the power to
dissolve the Company by his or herindependent act of any kind.
ARTICLE FOUR
ORGANIZER,
The name and address of the organizer of thiS Company is:
Greg J. Ferguson
Mailing Address: 9100 Port. of Sale
Thomas, U.S. Virgin &hut& 00802
Physical Address: 9100 Port of Sale
Thomas, US. Virgin Islands 00802
MMUS FIVE
MANAGEMENT
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The Company shall be ttumager-managed. The initial manager of the Company shall be Jeffrey
Epstein. The physical and mailing address of the initial manager of the Company is 9100 Port of
Sale Mall, Suite 15, St Thomas, OS. Virgin Islands 00802.
ARTICLE SIX
CAPITAL
The Company shall begin business with capital in the amount of One Thousand United States
Dollars (US $1,000.00).
ARTICLE SEVEN
LIMITATION OFLIABILITY
No manager of the Company shall be liable to the Company or its members for monetary
damages for an act or an omission in such manager's capacity as a member, except for liability
of a manager for (i) a breach of a manager's duty of loyalty to the Company or its members, (ii)
an act or omission, pot in good faith, that constitutes a.breach of duty of a manager to the
Company or an act or omission that involves intentional misconduct or d knowirtg violation of
the laW, (iiI) a transaction from which a manager received an improper benefit, whether or not
the benefit resulted from an action taken within the scope of the manager's position, or (iv) an
act or omission for whiCh the liability of a manager is expressly provided for by an applicable
CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e)
CONFIDENTIAL
DB-SDNY-0052765
SDNY_GM_00 198949
EFTA01362980
--- SOURCE: IMAGES__0031__EFTA01362981.txt ---
METADATA_SOURCE: IMAGES0031
METADATA_FILENAME: EFTA01362981.pdf
----------------------------------------
statute. if the Uniform Limited Liability Company Act or other applicable law is amended to
authorize action further eliminating or limiting the liability of managersithen the liabilitrof any
manager of the Company shall be eliminated. or limited to the fullest extent permitted by the
Uniform Limited Liability Company Act or other applicable law, as so amended.
Any repeal or modification of the foregoing paragraph by the members shall not adversely
affect any right or protection of any manager existing at the time of such repeal or Modification.
AR11CI.E EIGHT
MEMBEIXIABILITY
No member of the Company shall be liable for the debts and obligations of the Company under
Section 1303, Subsection (c) of the Uniform Limited LiabilityCompany Act.
ARTICLE NINE
suveRmarry
If any phrase, clause, sentence, paragraph, or provision of these Articles of Ocganization is held
to be void or illegal, then it shall not impair or affect the balance ofctItestArtiries, and the
undersigned Organizer of the Company does hereby declare that he Woulithareisigned and
executed the balance of these Articles without such void or illegal provisfOns.cm
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CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e)
DB-SDNY-0052766
CONFIDENTIAL
SDNY_GM_00198950
EFTA01362981
--- SOURCE: IMAGES__0031__EFTA01362982.txt ---
METADATA_SOURCE: IMAGES0031
METADATA_FILENAME: EFTA01362982.pdf
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IN WITNESS WHEREOF, the undersigned person has hereunto set his hand as Organizer of the
Company this 25th day of February, 2013.
" 6 reE I. Ferguson