This document contains the articles of association for Santa Terezinha Limited, a company limited by shares incorporated in the British Virgin Islands. It outlines provisions related to shares, including that shares may be issued for consideration in any form and sets the register of members. It also covers redemption of shares and treasury shares, allowing the company to purchase its own shares under certain conditions. The document appoints Ricardo Takeshiakagawa as the sole director and maintains the register of directors.

1. SERVIÇO PUBLICO FEDERAL
MJ - DEPARTAMENTO DE POLÍCIA FEDERAL
SUPERINTENDÊNCIA REGIONAL NO PARANÁ
GT/LAVA JATO/DRCOR/SR/DPF/PR
OPERAÇÃO LAVA-JATO 22
IPL n° 60/2016
INVESTIGADO: RENATA BRITTO
CPF: 312.628.478-77
ENDEREÇO DE BUSCA: Rua Edmundo de Amics, 94, Jd. Monte
Kemel, São Paulo/SP
EQUIPE GERAL n. SP- 06
AUTO DE APREENSÃO DOCUMENTOS N° 44/2016
ITEM n. 38
(OBS. Refere-se ao item 24 do AUTO CIRCUNSTANCIADO DE BUSCA EARRECADAÇÃO)

2. m
Necesitan Carta de Indemnización
Cliente
-Sr ALESSANDRO DESSIMONI
ALESSANDRO DESSIMONI 2 ^
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N, ALESSANDRO DESSIMONI ^ ^
BRUNO BROS CONSULTING LTDA.
4. DAVIDMUINO,/ v , )
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DAVIDMUINO
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DAVID MUINO ^
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PEROBA ADVOGADOS
PEROBA ADVOGADOS^^
^ ESCRITÓRIO BECHARA JR. ADVOCACIA
/U^gnvi/H>g Qmo'L .-^u io^^fíH
FICSA FIDELITAS CORPORATE SERVICES S.A.
ILLUMINA CAPITAL MANAGEMENT BVI
-51 "3 A
jTj/MA
File
Number:
200784
200785
201410
204SB8
213830
213539
213833
213822
214S54
213832
215986
201677
202616
205971
206417
Compafib
SILVERCLOUD ENTERPRISESINC
SILHOUETTE INVESTMENTSSA
FANNON CORPORATION S.A.
EVERLASTING TRADING LTD.
^ACORN LIMITED ^
LYNWATER INVESTMENTS GROUP
BROADWAY HOLDINGS LTD
Acona lnt'l Investments Ltd. ^
ADRIA-VENERELTD.
AFTERIX INTERNATIONAL LTD
Ekos Investments LTDA.
AQUARIUS CONTINENTAL CORP.
JUSTE INTERNATIONAL S.A.
BURINE GROUP LTD.
MIBS.A.
Fi
Enviar
información
sobrelos
accionistas
para poder
emitir Ia
resolucíón de
cancelaclón
de Ias
acciones al
portador

3. INTER-OFFICE MEMO
To: MOSSFON BRASIL
Date: 28*^March, 2014
RE; BAYLISS CONSULTANTS CORP. (2259739)
Dear Coileagues;
Enclosed herewith please find the foltowing documents for the above-mentioned
company, to wit:
El Public Deed- Legalized
El Consent to Act Letter
O Translation ofthe apostille on set ofdocuments
E Non-Activíty Letter
E Translation of Documents
E Assignment ofSubscription oftwo Shares
• Reassignmentletter
• Our invoice
EU Two (2) Power ofAttomey - legalized
• Nevertradeletter
E Resolutíon ofBoard Directors
El Share Certificates
El ArtidesofIncorporation
E Share Register
O Corporate seal
Ifwe can be of further assistance, do not hesitate to contact us.
Regards,
Shaharii
CORPO DEPARTMENT
0

4. Necesítan Ia Oeclaración
V
^ o/c
Cliente
RIe
Number:
Compafiía
^ ALEXANDREVIDALTAVARES PAIS í^.n 207945
JIMSON HOLDING
LTD.
*v ALEXANDREVIDALTAVARESPAIS^ 207946
KYNSBER6
TRADINGCORP.
ANTONIO CARLOS VIRIATO DE MIRANDA 211636
OVERLUX
ENTERPRISES S.A.
^ ARAMIS MAIA PATTI 207271
SKYTRADE
INTERNATIONAL
INC.
ARAMIS MAIA PATTI 208091
Gudway
Corporation
CÉSAR ANTONIO LANZONE 211267
UNITED
CONSTRUaORS
CORPORATION
DANDUE ENTERPRISESITD. 208088
Dandue
Enterprises Ltd.
^RODRIGO FELIPE MARTINEZ TORRES 205882
Díkalos Services
Inc
ILLUMiNA CAPITAL MANAGEMENTBVI 206630
BALMER CAPITAL
MANAGEMENT
INC.
-t
Necesítan Carta de Cancelación de Acciones al Portador
-iiDevt Ani//}L Jlolj
Cliente
RIe
Number:
Compafíía
CÉSAR ANTONIO LANZONE 211267
UNITED
CONSTRUCrORS
CORPORATION
DANDUE ENTERPRISES LTD. 208088
Dandue
Enterprises Ltd.
"^RODRIGO FELIPE MARTINEZ TORRES 205882
Olkaíos Services
Inc
^ILLUMINACAPITALMANAGEMENTBVI 206630
BALMER CAPITAL
MANAGEMENT
INC.
q/iá.
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5. Page/Pagina: 1 of/de 1
Shipper/Rimetente:
Mossack Fonseca & Co.
EDGARDO TEJADA
Marbella, Calle 54 Edif Arango
Oriliac Primar Piso
PANAMA Panama
Panama
Phone/Teléfono: 5072055888
Ext:
Fax;
Consignae/Destinatario:
MOSSACK FONSECA & CO. (BRASIL)S/C
Ms. Maria Mercadas Riaí^o
AV PAULISTA 2073-HORSA 1
3' ANDAR-CONJ. 304
CEP 01311-940
SAO PAULO 01311-940
Brazil
Phone: 551130101825
Teléfono:
Fax: (55) 11 3251-4222
# of Pkg.
# de Paq
ToL Pkg.
Tot Paq.
Type of Pkg.
Tipo de Paq.
Total Weight
Peso Total
0.50
Detaited Description of Goods
Descripción detaliada de mercancias
CORPORATE KITS
5^/
kg(s)
a »•,%>*
Commercial Invoice
Date: 03/26/2014
Fecha:
Alnvaybill Number: 1255468771
Número de envio:
Export Reference:
Referencia de Exportacion:
Export Reasons / Razón para Exportar:
NO COMERCIAL VALUE FOR INTEROFFICES USE ONLY
Country of Manufacture
País de Fabrlcación
Qty
Cant
Unit Value
Valor Unitark
Subtotal
Panama
ALL CURRENCY IN USD
TODOS LOS VALORES EN USD
36 1.89
Total Declared Value
Valor Declardo Total
Other:
Invoice Total
Total de Factura
68.04
68.04
0.00
68.04
Shlpper^s Declaratlon:
l/wewarrantthat ali appiicablecustoms, Import, export. and other laws and regulations,of alicountries to, from, or through which the above merchandise
may pass have been complied with. I/we authcrize DHL to complete on my/our behalf any documents required to compíy withsuch laws and regulations.
l/we hereby appoint DHL as my/ouragent to conduct customs clearance and entry and certify DHL as the consignee solely forthe purpose ofdesignating
a customs brokerto perform customs clearance and entry ofthe merchandise described above. l/we certify that ali information provided to DHL orally,
or set forth in this commercial invoice is accurate and complete, l/we agree to indemnify and hold DHL harmiess for any claim, liability, or expense
arising from my/our failure to comply with any appiicable law or regulation.
Declaraclón dei remitente:
Yo/nosotros certifico/certificamosque he/hemos cumplido todas Ias leyes y regulaciones aplicables a Ia importación, exportación y demás de los países
a los que, desde donde y a través de los cuales puedan pasar Ias mercancias arriba citadas. Yo/nosotrosautorizo/autorizamos a DHL a ejecutar en
mi/nuestro nombre cualquierdocumento requerido para cumplircon esas leyes y regulaciones. Por tanto, yo/nosotros designo/designamos a DHL como
mi/nuestroagente para proceder con los despachos de aduana y entrada y certifico/certificamos a DHL como consignatario unicamente con el propósitode
designar un agente de aduana para ejecutar los despachos de aduana y entrada de Ias mercancias descritas en esta declaraclón. Yo/nosotros
certifico/certificamosque toda Ia información proporcionada a DHL oralmente o en esta declaraclón es precisa y completa. Yo/nosotros acuerdo/acordamos
indemnizary absolver a DHL por cualquier reclamación, obligación o costo debido a mi/nuestro Incumplimiento de cualquier leyo regulacíónaplicable.
Signature/Firma:
Title/Cargo:

6. TERRITORY OF THE BRITISH VIRGIN ISLANDS
THE BVlBUSINESS COMPANIES ACT 2004
ARTICLES OF ASSOCIATION
OF
Santa Tereziaha Limited
A COMPANY UMITED BY SHARES
1, REGISTERED SHARES
11 Every Shareholder is entitled to acertificate signed by adirector of the Company, or any other pereon
authorised by Resolution of Directors, orjwder the.§eal specifying the number ofShares held by him
andthe signature ofthe director, ofpjjer'or authorised the Seal may be facsimiles.
12 Any Shareholder receiving acertifica»^'shaU indemnliy and hoid the Company and its directore ^d
officers harmless from any k)ss ocliabiUty xvhich it or th^ manincur by reason of any wrongfol or
fraudulent use or rcpresentaiion mdc by anypecson by vimAofthe possession thereof. Ifacertificate
for Sltarcs is wom out or lost it may be eénewed on prod^tion.of the wom out certific^ or on
satisfactory proof of its foss tôgether with tuch indemnit)|as r^y be reqmred by Resolution of
Directors. ' • - ;
X - I » i
13. Ifseveral EHgible Persons regíStged-asjntei^lMÉiprs^aáyS^es, any one ofsuch EligiblePersons
may give an effectual receipl any O^ibution. /
2. SHARES
2.1. Shares and other Securiries may be issued at such times, to such Eligible Persons, for such consideration
and on such terms as lhe directors may by Resolution ofDirectors determine.
22. Section 46 ofthe Act {Pre-emptive rights) does not apply to the Company.
2.3. AShare may be issued for consideration in any form, including money, apromissory note, or other
written obligation to contribute money or property, real property, personal property (including goodwtll
and know-how), services rendered or acontract for future services.
2.4. No Shares may be issued for aconsideration other lhan money, unless aResolution of Directors has
been passed stating:
(a) the amount tobe credited for the issue ofthe Shares;
(b) their determination of the directors of the reasonable present cash value of the non-iimey
consideration for the issue; and
(c) that, in the opinion, ofthe directors, the presentcash value ofthe oon-money consideration for
the issue isnot less than the amount to be credited for lhe issue oftheShares.
"True and exactcopy oíorigina;
Date :../Lf0.í/^./!A,J
By (initials):

7. MEMBERS
Nam* & AddTMS
RICARO TAKESHIAKAGAWA
RUAANGRADOS REIS. 700, Sto PAULO.SP,
BRASIL CEP 046*3^)60
SINAL REGISTER KEPT AT: RUA ANGRA OOS REIS. 700
Santa Terezinha Umited
(Tortola, Biltish Vii^in Islands)
REGISTER OF MEMBERS
No. ft CiaMiSortM ol
Staros
ORDtMRY
COOMdIO
b* momboron;
0Mb of
Tmnafbr
P«0*1Of1
Traiwftr Iexehêngt
No.« OaosAarlob oT
ShirM

8. FULLNAME
Santa Terezinha Limited
(Tortola, British Virgín Islands )
REGISTER OF OIRECTORS
AODRESS
RICARD TAKESHIAKAGAWA Rua Angra dos Reis, 700. Sao Paulo- SP CEP 04643-060 Brazil
ORlGiNALREGISTERKEPTAT: RUA ANGRA DOS REIS, 700
DATEOF
APPOINTMENT
11-MAY-2007
llofl
DATE
CEASEDTOACT

9. 2.5.
2.6.
2.7.
3.
3.1.
3.2.
3.3.
3.4.
3.5.
3.6.
3.7.
4.
4.1.
-2-
The Company shall keep aregister (the "register ofmembers") containing:
(a) the names and addresses ofthe Eligible Persons who hold Shares;
(b) the number ofeachclass and series ofShares held by each Shareholder,
(c) the date on which the name ofeach Shareholder was entered in lhe register ofmembers; and
(d) the date onwhich any Eligible Person ceased to be aShareholder.
The register ofmembers may be in any such form as the directors may approve, but ifit is in magnetíc,
electronic or other data storage form, the Company must be able to produce legible evidence of its
contents. Until the directors otherwise determine, the magnetic, electronic or other data storage form shall
be theoriginal register of members.
AShare is deemed to be Issued when the name ofthe Shareholder is entered in the register ofmembers.
REDEMPTION OF SHARESAND TREASURY SHARES
The Company may purchase, redeem or otherwise acquire and hold its own Shares save that tiie
Company may not purchase, redeem or otherwise acquire its own Shares without the consent of
Shareholders whose Shares are to be purchased, redeemed of otherwise acquired unless the Company is
permitted by the Act or any odier provísiòn ín the Memorandym or Articles to purchase, redeem or
otherwise acquire the Shares without theirconsent.
' .
The Company may only Otfer tó purchase, redeem or otherwise ^uire Sh^es ifthe Rcsolution of
Directore authorising the purchase, redemplion or other at^uisition contains a statement that the
directors are satisfíed, on reasoíable grounds, that immcdiati^y affer the acquisition the value oftfie
Company's assets will exceed its líabilities and tbc Company will fee able to pay its debts as thcy fell
due. 's- - t /
-• f
Sections 60 i^Processfor acquluition to one or more shareholders) and 62
{Shares redeemed otherwise than at-lhe option cfcompar^'^the Act shall not apply to the Company.
Shares that the Company purchases, redeems or otherwise acquires pursuant to this Regulation may be
cancelled or held as Treasury Shares except to the extent that such Shares an in excess of50 percent of
the issued Shares in which case thcy shall be cancelled but they shall be available for reissue.
Ali rights and obligations attaching to aTreasury Share are suspended and shall not be exercised by the
Company while itholds the Share as aTreasury Share.
Treasury Shares may be transferred by the Company on such terms and conditions (not otherwise
inconsistent with the Memorandum and the Articles) as the Company may by Resolutíon ofDirectors
determine.
Where Shares are held by another body corporate ofwhich the Company holds, directly or indircctly,
shares having more than 50 per cent ofthe votes in the election ofdirectors ofthe other body corporate,
ali rights and obligations attaching to the Shares held by the other body corporate are suspended and
shall notbeexercised bytheotherbody corporate.
MORTGAGES ANDCHARGES OF SHARES
Shareholders maymortgage or charge theirShares. "True andexacicW
Date : '
By (Initials):

10. -3-
4.2. There shall be entered inthe register ofmembers atthe written request ofthe Shareholder:
(a) astatemenl that the Shares heid by himare mortgaged orcharged;
(b) the name ofthe morlgagec or chargee; and
(c) the date on which the particulars specified in subparagraphs (a) and (b) are entered in the
registerof members.
4.3. Where particulars ofamortgage or charge are entered in the register ofmembers, such particulars may
be cancelled:
(a) with the written consent ofthe named mortgagee or chargee or anyone authorised to act on his
behalf; or
(b) upon evidence satisfactory to the directors of the discharge of "''"f
mortgage or chargeand the issue ofsuch indemnities asthe directors shall considernecessary or
desirable.
4.4. Whilst particulars ofamortgage or charge over Shares are entered in the register ofmembers pursuant
to this Regulation:
y-
(a) notransfcrofanySha^thegu^tlíftfese-tiai^alars^aU be effected;
(b) theCompanymay rwtpucahase. redeeitnorotherwtsWcqui^anysuchShare;and
' ^ 3' •' - '
(c) no replacement certifica^ shall be i.ssucdinrespect of^ch^ares,
V -v - 3? . r
without the written consent^fthé named raoi^^orcharge
5. FORFEITURE " ^
51 Sharesthatare notfuily paid on iswe aíe súbfScffS^the f^ure provisions setforthinftis Regulation
and forthispurpose Shares issuedtbrSptemjssdij;noi^r writtenobligationtocontributemoney or
property or acontract for future services are deemed to be not fully paid.
Awritten notice ofcall specifying the date for payment to be made shall be served on the Shareholder
who defaults inmaking payment in respect ofthe Shares.
The written notice ofcall referred to in Sub-Regulation5.2 shall name afi^er date not e^lier thanthe
expiration of 14 days from the date ofservice ofthe notice onor before which the pa>ment«qmred by
the notice is to bc made and shall contain astatement that in the event ofnon-payment at or ^
time namcd in the notice the Shares, or any of them, in respect ofwhich payment is not made witl be
liable to be forfeited.
54 Where awritten notice ofcall has been issued pursuant to Sub-Regulation 5.3 and the requiremente of
the notice have not been complied with, the directors may, at any time beforetender ofpayment, forfeit
andcancel the Shares to which thenotice relates.
5.2.
5.3.
5.5. The Company is under noobligationto refund any moneystothe Shareholderwho^ Shares havebeen
cancelled pursuantto Sub-Regulation 5.4 andthatShareholdershall be discharged from any fiirther
obligation to the Company.
"True and exact copy ot
Date
By (initials) "•

11. ^
6. TRANSFER OF SHARES
61 Sharesmay betramferred by awritten instrumentoftnmsfersigned by fte transar and aontaining tha
' name and address oflhe transferee, which shall be sentto the Company for registration.
62. The transfer of aShare is effective when the name of the transferee is entered on the register of
members.
st Ifthe directors ofthe Company ate satisfied that an instrument oftransfer relating to Sh^s has been
' • signed butthat the instrumenthas been iostordestroyed, they may resolve by Resolution ofDirectors.
(a) toaecept suohevidence ofthetransferofShares astbey consider appropriate; and
(b) that the tiansferee's name should be entered in the register of members notwithstanding the
abscncc ofthe instrumentof transfer.
Subject to the Memorandum, the personal representative ofadeceased Sharehdder may transferaShare
even thoughthe personal representative is not aShareholderat the time ofthe transfer.
MEETINGS AND CONSENTS OF SHAREHOLDERS
Any director of the Company may eonvene meetings of t^ Shareholders at such times and in such
maíiner and places within or iwtside tte Bffli.sh Vifgàn Isiaod»^ the director considers neeessary or
desirable. "e^,
UDon the writtenrequestoíShat^oldersentiüedtoexercise'^0 pcr.xentormoreofthe voting^tsin«^ct ofT Lttl for whictethe mectin^Ja«quested t|^r^ors shall eonvene ameetmg of
Shareholders. • " 7 -u
Thedirectorconveningam«ting*a«,giye^Sthan7<)|s'r^iceofameetingofShareholdersto:
(a) those Shareholders wíihse naiAeaon the date iHÍ^noticifis given appear as Sh^eholders inthe
register ofmembers ofthe Company aniíare entitl^ vote at the meeting; and
(b) theotherdirectors.
The director convening ameeting of Shareholders may fix as the record dató for determining those
Shareholdersthat are entitledto vote atthe meetingthe date notice is given of^e mwtmg, orsuch othc
date as may be specified in the notice, being adate not carher than the date ofthe notice.
Ameeting of Shareholders held in contravention of the requirenieiit to give notice « ^
Shareholders holding at ieast90 pereent ofthe total voting rights on ali the matters to ^
the meeting have waived notice ofthe meeting and, for this pui^se, the presence ofaStoebolder at
the meeting shall constitute waiver in relation to ali the Shares which that Shareholder holds.
76 The inadvertent failure of adirector who convenes a meeting to give notice of ameeting to a
sLhdder « another director. or the fact that aShareholder or another director has not received
notice, does notinvalidate themeeting.
7.7. AShareholdermay be representedatameeting ofShareholders by aproxy who may speak and vote on
behalfofthe Shareholder.
78 The instrument appointing aproxy shall be produced at the place designated for
•• time for holding the meetingat which the person named in such instrumentproposesto vote. The notice
"True and exact
6.4.
7.
7.1.
7.2.
7.3.
7.4.
7.5
Date
Bv (inmas)

12. 7.9.
-5-
of the meeting may specify an altómative or additional place or time at whieh the proxy shaU be
presented.
anrn*v shall bc íti substantiollv the folldwíng form or such othcr forra as the
ch^lnrfüie meeting shall accept as properly evidencing the wishes ofthe Shareholder appointing
the proxy.
[Name ofCompany ]
I/We being a Shareholder of the above Company HERE^ APPOINTqj-. or failing him
to be my/our proxy to vote for me/us at the meeting
of Shareholders to be held on the day of
adjoumment thereof.
(Any restrictions on voting to be inserted here.)
Signed this day of 20
and at any20.
Shareholder
^ *"1
710 The following applies wher^Shar^are jointly o^irned.
(a)
(b)
(c)
I f
ifonly one ofthe jeint owners is present %persoi^r
jointowners;and jf
iftwo or more ofthe jointqwncR^àtefí6S«IIt mpe^or by proxy they must vote as one.
iftwoormorepersónshpld SharesjoS^'eachofthe#i^bcpresentinpersonorbyproxyat
ameeting ofShardioldeis and may speakas aSharehíÇieji j
iroxy he may vote on behalf ofali
711 AShareholdershallbedeemedtobepmsentãlamretíofStoholdersifhePfor other electronic means and ali Shareholders participating in themeetmgareabieto hear each other.
Ameeting ofShareholders is duly constituted if, at the conimcnccmcntofthe meeting, there are pmsent
tZS^^hypTO^y not less thi 50 percent ofthe votes oflhe Shares ent.tlcdto vote on Resolufons
ofShareholdersto be considered atthe meeting. Aquorum may ^^^bv
and then such Dcrson may pass aResolution of Shareholders and acerlificate signed by such person
"com^Lw wC"^ beaproxy by acopy ofüre proxy instrumentshall oonsbmte avalrd
Resolution ofShareholders.
Ifwithin two hours from the time appointed for the meeting aquon^ is
convened upon the requisition ofShareholders,shall be dissolved; in any other case "
adjoumed to the next business day in thejurisdiction in which the
sametimeand placeorto such othcrtime and place as the directors may determine, and ifat the
adioumed meeting there are present within one hour from the time appointed for the meeting in person
onelrdofbr=votesoftireSharesoreachclasso-"-»/
vote on the matters to be considered by the meeting, those present shall constitute aquorum but
otiieiwise themeeting shall bedissolved.
At every meeting ofShareholders, the Chairman ofthe Board shall preside as chair^ofthe meeting
Ifthere is no Chairman ofthe Board or ifthe Chairman ofthe Board is not present at the &
-True and exact copy 01
AyODate : ^
By (initiais)
7.12.
7.13.
7.14.

13. I
-6-
Shareholders present shall choose one of their number to be the chairmm If the Shaieholders^e
unable to chooso achairman for any leason, then the person representing the greatest
Shares present in person or by proxy at the meeting shall preside as ehairman fading which the oldest
individual Shareholder or representative ofaShareholder present shail take the chair.
715 The chairman may, with the consent ofthe meeting, adjoum any meeting from time to time, and froin
place to place, but no business shall be transacted at any adjoumed meetmg other than the business left
unfinished at the meeting from which the adjoumment took place.
716 At any meeting of the Shareholders the chairman is responsible for d^iding in such manner as he
considers appropriate whethcr any resolution proposed has been carned or not and result of his
decision shall be announced to the meeting and recorded mthe minutes ofthe meeting. Ifthe
has any doubtas to the outcome oflhe vote on aproposed resolution, he shall cause apoli to betaken of
ali votes cast upon such resolution. Ifthe chairman fails to take apoli then any Sh^holder present m
person or by proxy who disputes the announcement by the chairman of the result of any vote may
immediately following such announcement demand that apoli be taken and the cl^rmM shall cause a
poli to be taken. Ifapoli is taken at any meeting. the result shall bc announced to the meeting and
recorded in the minutes ofthe meeting.
717 Subiect to the specific provisions contained in this Regulation for the appointment ofrepresentativas of
• • Eliaibie Persons other than individuais' the right of any individual to speak for or represem a
Shareholder shall be determined by the law of lhe jurisdictií» wherc, and by the documents by which^
the Eligible Person is constitutfía or d^tíves ils existenec. In caçe ofdoubt, the directors may in g<^
faith seek legal advice from any qualified person and unless and until acourt ofcoinpetent jw^iction
shall otherwise rule, the diwctor^ay rely and act upon sucb adviçe without incumng any liability to
anyShareholder ortheCoiípany.
718 Any Eligible Person other than # individual jsMcb is aShardtoider may by resolution ofits directors
• or other goveming hody ithorUe spch as it thioks f^ to act as its represenmtnre at a^
meeting of Shareholders or,of ai% dtass àfltó^oiders, and ^e mdrv.duai so authonsed sMl te
entiüedtoexercise the same íightsotl^^inf^ii^e Person which he represents asthat EhgihiePcisoncouldexerciseifitwereaij,>dii^^l.,tf,^
719. The chairman ofany meeting at which a "proxy ot on bchalfofany Eligible Pereon oth«
than an individual may cail for anotarially certified copy of such proxy or authonty which sl^l be
produced within 7days of being so requcstcd or the votes cast by such proxy or on behalf of such
Eligible Person shall bedisregarded.
7.20. Directors ofthe Company may attend and speak at any meeting of Shareholders and at any separate
meeting ofthe holders ofany class orseries ofShares.
7.21. An action that may be taken by the Shareholders at ameeting may ^so be taken by a
consented to in writing, without the need for any notice, but ifany Resolution of Shareholders is
adopted otherwise than by the unanimous written consent ofali Shareholders, acopy ofsuch resolution
shall forthwith be sent to ali Shareholders not consenting to such resoluüon. The consem may be mthe
form ofcounterparts, each counterpart being signed by one or more Shareholders. Ifthe
one or more counterparts, and the counterparts bear diffcrcnt dates, then the resolution shall t^e effert
on the earllest date upon which Eligible Persons holding asufficient nurnber ot votes of Shares to
constitute aResolution ofShareholders have consented to the resolution by signed counterparts.
8. DIRECTORS
81 The first directors ofthe Company shall be appointed by the first registered agent wi^in 6monfe of
the date ofincorporaticn ofthe Company; and thereafter. the directors shall be elected by Resoluüon of
Shareholders or by Resolution of Directors.
Date:
By(initials);

14. 8.2.
83.
8.4.
-7-
No person shall be appointed as adirector. ornominated^ areservo
toLsented in writingtobe adirectorortobe nommatedasareservedrrector.
Subject to Sub-Regulation 8.1 minimum number of diieetors shall be one and there shall be no
maximum number.
Each director holds office for the tem., ifany, fixed by the Resolution
nirectors aDDointine him, or until his earlier death, resignation or removal. If no term is fixed on the
aproTn^erofadifector.thedirectorserves indefmltely untilhiseariierdeatlu res.gnat.onorrentovai.
8.5. Adirector may beremoved from ofTice,
(a) withor withoutcause,byResoiutionofShareholderspassedatameetíng ^
for the purposes ofremoving the director or for purposes includtng the removal ^ctór
orby awritten resoiution passed by aleast75% ofthe Shareholders ofthe Company entitled
vote; or
(h) whh cause, by aResolution ofDireclors passed at ameeting of^irecwrs called for the purpose
ofremoving the director or for purposes including the removal ofthe director.
s.b. Adltectorrnayr^H^t^e^^^^^^
disqualified from acting as adtreetqrtjnder the Act. ^ X
87 The directors may at any time appoint any person to be a>ector either to fill avacancy or as^
* flddition to the existing directors. Where the directors appoint^ perSon as directorto fill avacancy, the
term shall not exceed the term that remaineiwhenlhe person»ho has ceased to be adtrector ceased to
holdoffice. : ^ ^
1 • j' ^ if^íWifr^^diesrfir othfl^isc ccascs to hold office pnor tothe
8.8. Avacancy in relation to directors oc«^ iraairecior aij^r oin^isc
expiration ofhis term ofoffice.
g9 Where the Company only has one ShaféhoUít wboá*«« individual and that Shareholder is alsothe
I^^wrofmeCompany,the sole Shareholder/directormay. by instrumenttnwnting, nominateaperson
wto rnot rn^q^írom being adirector ofthe Company as areserve director ofthe Company m
act inthe place ofthe sole director In the evenl ofhis death.
8.10. nwnomination ofapersonas areserve director ofthe Company ceascs tohave effect if;
(a) before the death ofthe sole Shareholder/directorwho nominated him.
(i) heresigns asreserve director, or
(ü) the sole Shareholder/directorrevokes the nomination in writing; or
(b) thesoleShareholder/directorwhonomin^dhimceasestobethesoleShareholder/directorof
the Company for any reason other than his death.
8.11 The Company shall keep aregistar ofdirectors containing:
(a) the names and addresses ofthe petsons who are directors ofthe Company, or who have been
nominated as reserve directors ofthe Company,
By (iniliais):.

15. 9.2
9.4
(b)
(c)
(d)
-8-
the date on which each person whose name is enteredin the register was appointed as adirector
ofthe Company, or nominated as areserve director ofthe Company;
the date on which each person named as adirector ceased to be adirector ofthe Company;
the date on which the nomination ofany person nominated as areserve director ceased to have
effect; and
(e) such other information as may be prescribed by the Act.
812 The register of direetors may be kept in any such form as the direetore may approve, but if it is to
magnetic, electronic orotherdata storage form. the Company must be able »produce '«8^
ofits contents. Until aResolution ofDireetors determimng otherwise is passed, the magnetic, electronic
orother data storage shall be the original register ofdireetors.
8.13 The direetors may, by Resolution ofDireetors, fix the emoluments ofdireetors with respect to services
to be rendered in anycapacityto the Company.
8.14 Adirector is not required to hold aShare as aqualification to office.
9 POWERSOF DIRECTORS
91 The business and affairs ofthe^Compa^sháífSe mansiged under the direction orsupervisionof,
the direetors of the Company, Thê^rectore of the Company have ali the powers ^ssary for
managing, and for directing and aipervising, the business âad af^rs ofthe
may pay ali expenses incucrcd.preliminary to and In cònnection wtth the mcorporation ofthe Comp^y
and may exercisc ali such powe® ofthe Company^ are not the Act or by the Memorandum or theArticles requiredto be exefcisedby the Sharehotders. 'í' ^
Each director shall exercisehis powers for 4proBcr*purpossitad^U not act ora^e to the ^any
acting in amanner that contravenes the WfStnWáfiauin, the Alicies or the Act. Each dirertor in
cxcreising his powers or performing his'«hitieStshall ^honcslly and in good farth mwhatthe director
believes to be tiie bestintercsts ofthç-Company.
93 Ifthe Company Is the wholly owned subsidiá^ÇÕfTholding company, a Company mt^.
whcn exercltog powers or ^rforming duties as adirector, act in amanner which he ^Iieves is inthe
best interests ofthe holding company even though it may not be mthe best mterests ofthe Company.
Any director which is abody corporate may appoint any individual as ils duly authonsed representróve
for the purpose ofrepresenting it at meetings ofthe direetors. with respect to the sigmng ofconsents or
otherwise.
9.5 The continuing direetors may act notwithstanding any vacancy in theirbody.
96 The direetors may by Resolution ofDireetors exercise ali the powere ofthe Comp^y to incin
indebtedness, Habilities or obUgations and to secure indebtedness, habilities orobligationswhetherof
theCompany or of anythirdparty.
97 Ali cheques, promissory notes, drafts, biílsofexchangeand other negotiable instrumentsand ali r^eipts
for moneys paid to the Company shall be signed, drawn, accepted, endoreed or otherwise execi^d, as
thecase may be, in suchmanner as shall from time to time bc determined by Resolution ofDireetors.
98 For the purposes ofSection 175 {Disposition ofassets) ofthe Act, the direetors may by R^^o"
Direetors determine that any sale, transfer, lease, exchangeor other disposition is in the usual or regular
"Trua and exactcopy
Date
By (initials^

16. -9j
course ofthe business carried on by the Company and such determinatíon is, in the absence offraud,
conclusive.
10 PROCEEDINGS OF DIRECTORS
10.1 AnyonedirectoroftheCompanymay callameetíngofthe directotsby sendingawrittennoticeto cach
other director.
102 The dimctors oftheCompanyor any eommittee thereofmay meet at such times and insuch m^rand
places within or outside the British Virgin Islands as the ditectors may determine to be necessary or
desirable.
103 Adirector is deemed to be present at ameeting of directots if he participates by telephone or other
electronic means and a!l dircctors participating in the meeting are abie to hear each other.
104 Adirector shall be given not less than 3days' notice ofmectings ofdirectore, but ameeti^ ofdiretíois
held without 3days' notice having been given to ali directors shall be valid ifali the directors entitledto
vote atthe meeting who do not attend waive noüce ofthe meeting, and for this wose the P^sen^ of
rdirectTratameftingshall constitute waiverby thatdirector. The inadvertent t^lure to givenooceof
ameeting to adirector, or the fact that adirector has not received the notice, does not invalidate the
meeting.
10 5 Adirector may by awritten instfumentappoint an altematewhaneed not be adhector and the alte^te
shall be entitledto attend meafmgs inthe absence ofthe diretor Who appointed him and to vote mplace
ofthe director until the appdntmeát lapsos ori»terminated.
106 Ameetíng ofdirectors is duly constituted for ali purposes ifáthe commencement ofthe meetingAere
i™eLn. in plrrson orbyaltentete no. lessttan one-haifofAe number ofdrreetors, unlessAere
are only 2directors in whicb case the quorumis 2.. ^ ^
IftheCompanyhasonly one.directorthep^twfsieivs he|aifcoti(^nedfor meetingsofdirectorsdo not
apply and such sole director has^ll powerto tepresenfhnd actforAe Company mali matters ^ ^ not
bfthe Act. Ae Memorandum or the Articles required to be exere.sed by Ae Shareholders. ta heu of
minutes ofameeting the sole director'AaU.ia:oHl.wwriting and-sign anote or merrorandum of ^1
matters requiring aResolution ofDirectors. Suchanote ormemorandum constitutes sufficientevidence
of such resolution for ali purposes.
108 At meetings ofdirectors at which the Chairman ofthe Board is present, he shall preside as chairman of
Ae"g IfTere is no Chairman ofthe Board or ifthe Chairman ofAe Board is not present. Ae
directors present shall ohoose one ofAeir number to be chairman ofAe meetmg.
109 An actionAat may betaken byAe directorsoraeommittee ofdirectors atameetíngmay.^«3
byaResolution ofDirectors or aresolution ofacommmee ofdirectots consented to ''''
maiority ofdirectors oramajority ofmembers ofAe eommittee, as Ae case may te. withoul the need
for any notice. The consent may te in Ae form ofeounterparts eachcounterpartbeing sagned by one or
more directors. IfAe consent is inoneor more eounterparts, andthe eounterparts bear diff^ntdates,
Aen the resolution shall take effect on Ae date upon which the lastdirector has consented
resolution by signcd eounterparts.
11 COMMTITEES
n 1 The directors may, by Resolution of Directors, designate one or more co^ittees, cach co^i^i^ of
one ormoredirectors, and delegateone or moreoftheir powers, includingthe powerto affix the Seal, to
the eommittee.
11.2 The directors have no power to delegate to acominittecofdirectors any ofthe following powers:
"True and exact copy o^óriginal*'
Date :
By (initíald);.
10.7

17. -10-
(a) to amend the Memorandum crthe Articles;
(b) todesignate committees ofdirectors;
(c) to delegate powers to acommittee ofdirectors;
(d) to ^point cr remove directors;
(e) to appoint or remove an agent;
(f) to approve aplan ofmerger, consolidation crarrangement;
(g) to make adeclaraticn ofsolvency orto approve alíquidation plan; or
íh) to make a determination ihat immedialely aftcr a proposcd distribution the value of the
Company's assets wíll excecd its liabilitics and the Company will be able to pay its debts as
they fali due.
11.3 Sub-Regulation (b) and (c) do not preveni acommittee ofdirectors, where authorised by the Rcsolution
ofDirectors appointing such committee or by asubsequent Resolution of Directors, from appomtmg a
sub-committee and delegating powers exafriSUhlébyth^pommittee to the sub-committee.
114 The meetings and proceedings í^feach commmèé ofdirectors cpnsisting of2or more directors shall be
govemed muiatis mutandis 1^ the pi^isions of lhe Artictes rcguiating the proceedings of directors so
fer as the same are not supersedeá by any pimísions in the Resolution of Directors establishing the
committee. .
11 5 Where the directors delegate th«sir powers to aoommittee of^irectçrs they remain responsible fw the
exercise ofthaí power by the committee, uniess they believectpn re^onable grounds at ali times l^fore
the exercise ofthe power that thct^oromlftee would exerci^the#ower mconformity with the dutiesimposed on directors ofthe Cdmpahy-undertlfe^^Síf* >
12 OFFICERSAND AGENTS ^
. U
12 1 The Company may by Resolution ofDirectors appointofiicers ofthe Company at such times miwbe
considered necessary or expediení. Such officers may consist ofaChairman ofthe BoardofDirectors,
apresidem and one or more vicc-presidents, secretaries and treasurers and such other may
from time to time be considered necessary or expedient. Any number ofoffices may be held by the
same person.
122 The officers shall perform such duties as are prescribed atthe time oftheir api»mtment subject to any
modification in such duties as may be prescribed thereafter by Resolution ofDirectors. In the absence
of any specific prescription of duties it shall be the responsibility of the Chairman of the Board to
preside at meetings ofdirectors and Shareholders, the presidem to manage the day to day affairs ofthe
Company the vice-presidents to act in order ofseniority in the absence ofthe presidem but otherwise to
perform such duties as may be delegated tothem by the presidem, the secretaries to maintain the register
of members, minute books and records (other than financial records) of the Cornpany ^d to em^e
compliance with ali procedural requirements imposed on the Company by applicable law, and the
treasurer to be responsible for lhe financial aflairs ofthe Company.
12.3 The emoluments ofali officers shall be fíxed by Resolution ofDirectors.
12.4 The officers ofthe Company shall hold office until their succcssors ^ duly appointed, but officer
ciected or appointed by the directors may be removed at any time, with or without cause, by Resolution
-Trueandexaotcopyofo*
By (initials):

18. -11 -
of Directors. Ai.y vacancy occuiring in any office ofthe Company may be filled by Resolution of
Directors.
12.5 The directors may, by Resolution ofDirectors, appointany person, includingaperson who is adirector,
to bean agentof the Company.
126 An agent ofthe Company shall have such powers and authority ofthe directors, including the pow^
' andAuthority to affix the Seal, as are set forth in the Articles or in the Resolution of Directors
appointing the agent, exceptthatnoagent has any powerorauthority with rcspecttothe following.
(a) to amend the Memorandum or the Articles;
(b) tochange the registered office or agent;
(c) to designate committees ofdirectors;
(d) to delegate powers to acommittee ofdirectors;
(c) toappoint orremove directors;
(f) toíq)point or remove an agcnt^ t </
(g) tofixemolumentsofdi^tQrs^
/ . - / -
(h) to approveaplan ofmer^ cQnsoInt^^o^^^g^wrtj
(i) tomakeadeclaratíon-of|olvencyorS^TOveaUqu^ôor^lan;
to make adeterm'^ti<l that the d^ywill, imptedi|ely after apioposed distribution,satisfy the solvency^est; % "' i W í
to authorise the Coiiwny tB-^ontínuc as ineorporated under the laws of a
jurisdiction outside the BÍ^h VirgInisdflíSís. ^
127 The resolution of Directors appointing"angêrinnty authorisethe agent to appoint o» «
substitutos or delegares to exercise some or ali ofthe powers conferred on the agent by the Company.
12.8 The directors may remove an agent appointed by the Company and may revoke or vary apower
conferred on hlm.
13 CONFLICT OF INTERESTS
13 1 Adirector of the Company shall, forthwith afler becoming aware of the fect that he is mterested ma
entcred into or mbe entered into by the Comparry, disclose the interest to ali other directors
ofthe Company.
132 For the purposesofSub-Regulation 13.1,adisclosure to ali otherdirectors to the eftectthaUdir^or is
ameml«rdirector or oíticerofanother named entity or has afidueiary relationsh.p wtft respect to Ae
enlily or anamed individual and is to be regarded as interested in any transaction which may, ato the
date ofthe entry into the transaction or disclosure, ofthe interest, be entered into with that entity or
individual, is asufficienl disclosure ofinterest in relation to that transaction.
133 Adirector ofthe Company who is interested in atransaction entered into or to be entered mto by the
D3.e •• .a/O
0)
(k)
By (initials) y- / ✓ .

19. -12-
a) vote on amatter relating to lhe transacticn;
b) attend ameetíng ofdirectors at which amatterrelating to the transaction arises and bc included
among the directors present atthe meeting tbr the purposes ofaquorum; and
c) sign adocument on behalfofthe Company, or do any other thing in his capacity as adirector,
thaí relates to the transaction,
and, subiect to compliance with the Act shall not, by reason ofhis ofHce be aceountable to the Company
for any benefit which he derives from such transaction and no such transaction shall be liable to be
avoided on the grounds ofany such interest orbenefit.
U INDEMNIFICATION
14 1 Subiect to the limitations hereinafter provided the Company shall indemnify against dl expenses,
including legal fees, and against ali judgments, fines and amounts paid msettlement and reasonably
incurred in connection with legal, administrative or investigative proceedmgs any person who:
a) is or was aparty or is threatened to be madc aparty to any threatened, pending or completed
proceedings, whether civil, criminal, administrative or investigative, by reason of the fect that
the person isorwas adirector,Comparty;'ôr
b) is or was, at the reque^ ofthe £k>mpany, serviag as adirector of, or in any other capacity is or
wasacting for, anothíf bpdy-6brporateor apartnerí^p,j^tventure, trust or other enterpnse.
142 The indemnity inSub-Rcgtíattort-H.l only applies ifthe perlgn acted honestly and in good faith witha
view to the best interests oftheíZompany and. iathe case ol^riininal proceedmgs, the person had no
reasonablecauseto believe.thatt^eirconductwas unlawful. í
14.3 ForthepurposesofSub-Regulatioa14.2.âdircctef" actsintií'bes^nterestoftheCompanyifheactsinthe best interest of - J
(a) the Company's holding comp^y; or ^
(b) aShareholder or Shareholders ofthe Company;
in either case, in the circumstances specified in Sub-Regulatíon 9.3 or the Act, as the case may be.
14 4 The decision ofthe directors as to whether the person acted honestly and in good faith and with aview
to the best interests of the Company and as to whether the person had no reasonable carne to believe
that his conduct was unlawful is, in the absence of fraud, sufficient for the purposes of the Articles,
unless a question of lawis involved.
14 5 The termination ofany proceedings by any judgment, order, settlement, conviction crthe entermg ofa
nolleprosequi does not, by itself, create apresumption that the person did not act honestly and in good
faith and with aview to the best interests ofthe Company or that the pereon had reasonable cause to
believe that his conduct was unlawful.
146 Expenses, including legai fees, incurred by a director in dcfending any legd administraíive or
investigative proceedings maybe paid by the Company in advance of the finai dispos.bon of such
proceedings upon receipt ofan underlaking by oron behaifofthedirector to repay the ^o^t iftt shaii
uitimateiy be determined that the director is not entitied to be indemmfied by the Company in
accordance with Sub-Regulation 14.1.
Date:
By (iniliate)

20. -13-
147 Expensés including legal fees, incurred by aformer director in defending any lepl admmistrative or
Sga^e procefdings may be paid by the Company in advance ofthe finai dispos.tion ofsuch
proceedings upon receiplofan undertaking by oron behalfoftheformer d^ectorto repay the if
it shail ultimately be determined that the former director is not entitled to be mdemmfied by Ae
Company in accordance wilh Sub-Regulation 14.1 and upon such terms and conditions, ifany, as the
Company deems appropriate.
148 The indemnificatíon and advancement ofexpenses provided by, or ^ted pursuant to, this se^on is
not exclusive of any other rights to which the person sceking mdemnification or adv~nt of
expenses may be cntitled under any agreement, Resolution ofSharehoders, resolution of^'Sinteres^
fcctors or otherwise, both as acting in the person's official capacity and as to acting in another
capacity while serving as adirector ofthe Company
149 If aperson referred to in Sub-Regulation 14.1 has been successfiil in defence of any proceedmgs
referred to in sub-Regulation 14.1, the person is entitled to be indemmfied against
Including legal fees, and against ali judgments, fines and araounts paid in settlemcnt and rcasonably
incurred by the person In cormection with the proceedings.
14 10 The Company may purchase and maintain insurance in relatlon to any person wto is or was adirector,
Tliquidator of the Company, or who at the request of the Company ts or was servmg ^ a
director officer or liquidator of, or tp ahy other oapacUy is or was acting for anoüier company or a
parmership, joint venture, trust ordther entetptise, agitist anj; liabihty asserted agamrt the ^«on md
fneurred bythe person in thatcípacity„««Ktheror nòSsÇomp^y hasorwould have hadthe powerto
indemnify the person againstihe liapnity as provided
15 RECORDS í _ f 1-1• . i? 1 ^
15.1 TheCompanyshallkeeptl^fol^wing ^offic^f^t^gisteredagent:
a) theMemorandumaÁ^the ^v. 9
b) theregistcrofmembcrs^^íiraco'^f^,§§81^®^ n^bers;
c) the register ofdirectors, oraco^'o£4iiex^ifitefot directors; and
d) copies ofall noüces and other documents filed by the Company with the RegistrarofCorporate
Affairs in the previous 10years.
15J Until the directors determine otherwise by Resolution ofDirectors the Company shall keep the original
register ofmembers and original register ofdirectors ai theoffice ofits registeredagent.
15.3 Ifthe Company maintains oniy acopy ofthe registerofmembersoracopy ofthe register ofdirectors at
theoffice of itsregistered agent, itshall:
a) within 15 days of any ohange in either register, notify the registeied agent in writing ofthe
change; and
bl provide the registered agent with awritten record ofthe physical address ofthe place or places
at which the original register ofmembers or the original register ofdirectors is kept.
154 The Company shall keep the following reeords atthe office ofits registered agentor atsuch other place
or places, within or outside the British Virgin Islands, as the directors may determine;
a) minutes ofmeetings and Resolutions ofShareholders and classes ofShareholders;
b) minutes ofmeetings and Resolutions ofDirectorsandcommittees ofdirectors; and
•True and exact copy of
By (initials): ...<^

21. >14-
c) aniinpression oftbeSeal.
15.5 Where any originai records referred to in this Regulation are maintained other than at the ofGce ofÜie
registcred agent ofthe Company, and the place at which the original records is changed, the Corapany
shall provide the registered agent with the physical address ofthe new location ofthe records ofthe
Company within 14 days ofthe change oflocation.
15.6 The records kept by the Company under this Regulation shall be in writlen form or either wholly or
partly as electronic records complying with the requirements ofthe Elcctronic Transactions Act (No. 5
of2001) asfrom time totime amended orre-enacted.
16 REGISTER OF CHARGES
The Company shall maintain at the office of its registered agent aregister of charges in which there
shai! be entered the following particulars regarding each mortgage, charge and other encumbrance
created by the Company:
a) thedate ofcreation ofthe charge;
b) ashort description ofthe liability secured by the charge;
c) ashortdescription ofthe^pertycha^^d; ^
d) the name and addresybfthe trèstee forlbe secutfer.Jf^ere is no suchtrustce, the name and
address ofthe chargjW;" ^
f ' A ''"A
cl unless the charge ifase«rity to bearetitlíi^ame and ^(be^ ofthe holder ofthe charge; and
^ 'k ^ f
f) details of any proWbiti(^ or restriction còntained in the íri^ment creating the charge on the
power of the Company tò^reaíe"any future charg^^kilg in priority to or equally with the. -"I •
charge.
' ••«C
17 SEAL
The Company shall have aseal. The Company mayhave more than one Seal and rcferences hereinto
the Seal shall be references to eveiy Seal which shall have been duly adopted by Resolution of
Directors. The directors shall provide for the safe custody ofthe Seal and for an imprint thereofto be
kept at lhe registered office. Except as otherwise expressly provided herein the Seal when affixcd to
any written instniment shall be witnessed and attested to by the signature ofany one director or other
person so authorised from time to time by Resolution ofDirectors. Such authorisation may be before or
after the Seal is affixed, may be general or specific and may refer to any numl^r ofsealmgs. The
directors may provide for afacsimile ofthe Seal and ofthe signature ofany director or authorised
person which may be reproduced by printing or other means onany instrument and it shall have the
samc force and validity as ifthe Sea! had been affixed to such instrument and the same had been attested
to as hereinbcfore described.
18 DISTRIBUTIONS BYWAY OF DIVIDEND
18.1 The directors ofthe Company may, by Resolution ofDirectors, authorise a Distribution by way of
dividend at a time and ofan amount they think fit if they are satisfied, on rcasonablc grounds, that,
immediately after the Distribuüon, the value ofthe Company's assets will excecd its liabilities and the
Company will beable topay its debts asthey fali ditó.
182
Vp^ompaliy wiu uc auie uw yaj uwvm
Dividcndsmay bepaidinmoney,shares,orotherproperty. ^ COpV 0^original
By (initia^s) •

22. >15-
18.3 Notice ofany dividend that nay have been dcclarcd shall be given to each Shareholder as spectfied in
Sub-Reguiation 20.1 and ali dividends unclaimed for 3 years after having been declared may be
forfeited byRcsolutíon ofDirectors for the benefit ofthe Company.
18.4 No dividend shall bear interest as against the Company and no dividend shall be paid on Treasury
Shares.
19 ACCOÜNTS AND AUDIT
19.1 The Company shall keep records that are sufficient to show and explain the Company's transactions and
that will, at any time, enable the financial position oflhe Company to be determined with reasonable
accuracy.
92 The Company may by Resolution ofShareholders cail for the directors to prepare periodically and make
availabie aprofit and loss account and a balance sheet. The profit and loss account and balance sheet
shall be drawn up so as togive respectively atrue and fair view ofthe profit and loss ofthe Company
for afinancial period and atrue and feir view ofthe assets and liabilities ofthe Company as at the end
ofa financial period.
19.3 The Company may by Resolution ofShareholders call for the accounts to be examined by auditors.
19.4 The first auditors shall be appointed by Resoluíiion ofDirectqrs; subsequent auditors shall be appointed
by aResolution ofShareholder&òr by Rfsolütion ofTHaeetors.'^.,
19.5 The auditors may be Shareholdersí^ut no dius^ or oíber^oen^hall be eligihie to be an auditor of
the Company duringtheir oontinòance inofRce,,»,.^''. .
19.6 The remuneration ofthe aiitíitorspfthe Company'raaybe rixedJbyR^olution ofDirectors.
í'"". -'** ^
19.7 The auditors shall examine cach peofit andaccount and^alance sheet required to be l^d before a
meeting of the Shareholders^wor o1berwisé*|Ww T0 Sh^eboldepí and shall state in a written report
whetherornot: '
a) in their opinion the profit aífl^»to .a5«)uiir-ánd balance sheet give a true and fair view
respectively ofthe profit and loss for the period covered by the accounts, and ofthe assets and
liabilities ofthe Company at theendofthatperiod; and
b) all the information and explanations required by the auditors have been obtained.
19.8 The report of the auditors shall be annexed to the accounts and shall be read at the meeting of
Shareholders at which the accoimts are laid before the Company or shall be otherwise given to the
Shareholders.
19.9 Every auditor ofthe Company shall have a right ofaccess at all times to the books ofaccount and
vouchers of the Company, and shall be entitled to require ffom the directors and oCBcers of the
Company such information and explanations as he thinks necessary for the performance ofthe duties of
the auditors.
19.10 The auditors of the Company shall be entitled to receive notice of, and to attend any meetings of
Shareholders atwhich the Company's profit and loss account and balance sheet are tobe presented.
"Trueand exactcopy oforigin^

23. -16-
20 NOTICES
20 1 Any notice, information or written statementto be given by the Company to Shareholdere may be given
• by persona! service or by raail addrcsscd to each Sharehoider at the address shown in the legister of
members.
202 Any summons, notice, oíder, document, process, information or written statement to be served on the
Company may be served by ieaving it, or by sending it by registered mail addressed to the Company, at
its registered office, or by Ieaving it with, orby sending it by registered mail to, the registered agent of
lhe Company.
203 Service ofany summons, notice, order, document, process, information or written statement to be served
on the Company may be provcd by showing that the summons, notice, order, document, process,
information or written statement was delivered to the registered office or the registered agent of the
Company or that it was mailed in such time as to admit to its being delivered to the registered office or
the registered agent ofthe Company in the normal course ofdeliveiy within the penod prescnbed for
service and was correctly addressed and the postage was prepaid.
21 VOLUNTARYLIQUIDATION
The Company mayby Resolution
liquidator.
êhol4ers o Resolution of Directors appoint a voluntary
22 CONTINUATION
The Company may by Resolutfon of Shai^lders br by
directors ofthe Company |50iitit«ie as a compan^j-^corporate
the British Virgin Islands iáthe manner proyt^|uàder those
/
resâliition passed unanimously by ali
the laws of a jurisdiction outside
•s:
•True and exacicopy ot origmai
By (initials):

24. -17-
We MOSSACK FONSECA &CO. (B.V.I.) LTD.,ofP.O. Box 3136, Road Town, Tortola, British Virgin Islands for
the purpose ofincorporating aBVI Business Company under the laws ofthe British Virgin Islands hereby sign
these Articles ofAssociation the20"' dayofMarch, 2007.
Incorporator
Sgd.Rosemaríe Flax
Rosemaric Flax
Authorised Signatory
MOSSACK FONSECA & CO. (B.V.I.)LTD.
True and exaclcopy of originar
Date
By (initials):
RFi«
08.07
go-i