EFTA00085121.pdf

1 ti It Corp No. 581975 GOVERNMENT OF THE VIRGIN ISLANDS OF THE UNITED STATES ... . 0 — CHARLOTTE AMALIE. ST. THOMAS, VI 00802 C io SU to Whom that Intents% Moll Come: I, the undersigned, LIEUTENANT GOVERNOR, DO hereby certifies that NAUTILUS, INC. Business Corporation of the Virgin Islands filed in my office on November 22, 2011 as provided for by law, Articles of Incorporation, duly acknowledged. WHEREFORE the persons named in said Articles, and who have signed the same, and their successors, are hereby declared to be from the late aforesaid, a Business Corporation by the name and for the purposes set forth in said Articles, with the right of succession as therein stated. Witness my hand and the seal of the Government of the Virgin Islands of the United States, at Charlotte Amalie, St. Thomas, this 27th day of December, 2011. Lieutenant Governor of the Virgin Islands ;I rF 1 EFTA00085121  Territory of the U.S. Virgin Islands ARTICLES OF INCORPORATION Creation - Corporation - Domestic 8 Page(s) OF NAUTILUS, INC. Impto We, the undersigned, for the purposes of associating to establish a corporation for the transaction of the business and the promotion and conduct of the objects and purposes hereinafter stated, under the provisions and subject to the requirements of the laws of the Virgin Islands of the United States (hereinafter called the "Virgin Islands'), and particularly the General Corporation Law of the Virgin Islands (Chapter 1, 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 name of the Corporation (hereinafter referred to as the "Corporation") is Nautilus, Inc. ARTICLE U The principal office of the Corporation in the Virgin Islands is located at 9100 Havensight, Port of Sale, Suite 15-16, St. Thomas, U.S. Virgin Islands, 00802 and the name of the resident agent of the Corporation is Kellerhals Ferguson LLP, whose mailing address is 9100 Havensight, Port of Sale, Suite 15-16, St. Thomas, US. Virgin Islands 00802, and whose physical address 9100 Havensight, Port of Sale, Suite 15-16, St. Thomas, US. Virgin Islands. ARTICLE III Without limiting in any manner the scope and generality of the allowable functions of thlSorporation, it is hereby provided that the Corporation shall have the following purposes, objects and powers: (1) To engage in any lawful business in the United States Virgin Islands. (2) To enter into and carry out any contracts for or in relation to the foregoing business with "?itiy person, firm, association, corporation, or government or governmental agency. (3) To conduct its business in the United States Virgin Islands and to have offices within the United States 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 indebtedness and financing obligations, and to secure the foregoing by mortgages or other liens upon any and all of the property of every kind of the Corporation. (5) To do all and everything necessary, suitable and proper for the accomplishment of any of the purposes or the attainment of any of the objects or the exercise of any of the powers herein set forth, either alone or in connection with other firms, individuals, associations or corporations in the Virgin Islands and elsewhere in the United States and foreign countries, and to do any other acts or things incidental or appurtenant to or growing out of or connected with the said business, purposes, objects and powers of any part thereof not inconsistent with the laws of the Virgin Islands, and to exercise any and all powers now or hereafter conferred by law on business corporations whether expressly enumerated herein or not. The purposes, objects and powers specified in this Article shall not be limited or restricted by reference to the terms of any other subdivision or of any other article of these Articles of Incorporation. EFTA00085122  ARTICLE IV The total number of shares of all classes of stock that the Corporation is authorized to issue is Ten Thousand (10,000) shares of common stock at $.01 par value; no preferred stock authorized. The minimum amount of capital with which the Corporation will commence business is One Thousand Dollars ($1,000). ARTICLE V The names and places of residence of each of the persons forming the Corporation are as follows: NAME ENSIDENCE Erika A. Kellerhals St. Thomas, V.I. 00802 Gregory J. Ferguson St. Thomas, V.I. 00802 Brett Geary St. Thomas, V.I. 00802 ARTICLE VI The Corporation is to have perpetual existence. ARTICLE VII For the management of the business and for the conduct of the affairs of the Corporatiorkand in further creation, definition, limitation and regulation of the powers of the Corporation and of its directors and stockholders, it is further provided: (1) The number of directors of the Corporation shall be fixed by, or in the mapper provided in, the by-laws, but in no case shall the number be fewer than three (3). ¶I'he c1iSectors 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) To make, adopt and amend the by-laws of the Corporation, subject to the powers of the stockholders to alter, repeal or modify the by-laws adopted by the Board of Directors. (b) To authorize and issue obligations of the Corporation, secured and unsecured, to include therein such provisions as to redeemability, convertibility or otherwise, as the Board of Directors in its sole discretion may determine, and to authorize the mortgaging or pledging of, and to authorize and cause to be executed mortgages and liens upon any property of the Corporation, real or personal, including after acquired property. (c) To determine whether any and, if any, what part of the net profits of the Corporation or of its net assets in excess of its capital shall be declared in dividends and paid to the stockholders, and to direct and determine the use and disposition thereof. 2 EFTA00085123  (d) To set apart a reserve or reserves, and to abolish such reserve or reserves, or to make such other provisions, if any, as the Board of Directors may deem necessary or advisable for working capital, for additions, improvements and betterments to plant and equipment, for expansion of the business of the Corporation (including the acquisition of real and personal property for this purpose) and for any other purpose of the Corporation. (e) To establish bonus, profit-sharing, pension, thrift and other types of incentive, compensation or retirement plans for the officers and employees (including officers and employees who are also directors) of the Corporation, and to fix the amount of profits to be distributed or shared or contributed and the amounts of the Corporation's funds or otherwise to be devoted thereto, and to determine the persons to participate in any such plans and the amounts of their respective participations. (0 To issue or grant options for the purchase of shares of stock of the Corporation to officers and employees (including officers and employees who are also directors) of the Corporation and on such terms and conditions as the Board of Directors may from dine to time determine. (g) To enter into contracts for the management of the business of the Corporation for terms not exceeding five (5) years. (h) To exercise all the powers of the Corporation, except such as are con:Tined by law, or by these Articles of Incorporation or by the by-laws of theccorKtration upon the stockholders. To issue such classes of stock and series within any class of stock with sueh value and voting powers and with such designations, preferences and relative, participating, optional or other special rights, and qualifications, limitations or restrictions thetedf as is stated in the resolution or resolutions providing for the issue of such stock adopted by the Board of Directors and duly filed with the office of the Li. Governor of the Virgin Islands in accordance with Sections 91 and 97, Chapter 13, Virgin Islands Code, as the same may be amended from time to time. ARTICLE VIII No stockholder shall sell, convey, assign or otherwise transfer any of his or her shares of stock without first offering the same to the Corporation at the lowest price at which the stockholder is willing to dispose of the same; and the Corporation shall have thirty (30) days within which to accept same; the Corporation shall notify the stockholder of its election in writing. If accepted by the Corporation, the stockholder shall promptly assign the shares of stock to the Corporation, and the Corporation shall promptly pay therefor. If the Corporatio n rejects the offer, then the stockholder shall offer the stock to the remaining stockholders under the same terms as offered to the Corporation; and the remaining stockholders shall have thirty (30) days within which to collectively or individually accept the same in writing. If the remaining stockholders reject the offer, then the stockholder shall have the right to sell the stock at the same or a greater price than that at which it was offered to the Corporation. If the stockholder shall desire to sell the stock at a lesser price than that originally quoted to the Corporation, the stockholder must then repeat the process of offering the stock for sale to the Corporation and the stockholders in turn. Shares of stock in this Corporation shall not be transferred or sold until the sale or transfer has been reported to the Board of Directors and approved by them. 3 EFTA00085124  No stockholder shall pledge as collateral for indebtedness any shares of stock without first obtaining the written consent of a majority of the disinterested members of the Board of Directors of the Corporation. ARTICLE IX At all elections of directors, each stockholder shall be entitled to as many votes as shall equal the number of votes that (except for such provision as to cumulative voting) the stockholder would be entitled to cast for the election of directors with respect to his or her shares of stock multiplied by the number of directors to be elected. The stockholder may cast all votes for a single director or distribute them among any two or more of them as he or she may see fit. At least ten (10) days notice shall be given, however the shareholders are entitle to waive notice of the meeting as provided by law. Furthermore, the meeting and vote of stockholders may be dispensed with, if all of the stockholders who would have been entitled to vote upon the action if such meeting were held, shall consent in writing to such corporate action being taken. ARTICLE X Subject to the provisions of Section 71, Title 13, Virgin Islands Code, the Corporation may enter into contracts or otherwise transact business with one or more of its directors or officers, or with any firm or association of which one or more of its directors or officers are members or employees, or with any other corporation or association of which one or more of its directors or officers are stockholders, directors, officers, or employees, and no such contract or transaction shall be invalidated or in any way affected by the fact that such director or directors or officer or officers have or may have interests therein that are or might be adverse to the interests of the Corporation even though the vote of the director or directors having such adverse interest is necessary to obligate the Corporation on such contract or transaction, provided that in any such case the fact of such interest shall be disclosed or known to the directors or stockholders acting on or in reference to such contract or transaction. No director or directors or officer or officers having such disclosed or known redyerse interest shall be liable to the Corporation or to any stockholder or creditor thereof or to any other fersort_for any loss incurred by it under or by reason of any such contract or transaction, nor shall any succdirecior or directors or officer or officers be accountable for any gains or profits realized thereon. The provisions 6f this Article shall not be construed to invalidate or in any way affect any contract or transaction that would plierwise be valid under law. ARTICLE XI (a) The Corporation shall indemnify any person who was or is a party or is threatened to the made a party to any threatened, pending, or completed action, suit, or proceeding, whether civil, criminal, administrative, or investigative (other than an action by or in the right of the Corporation) by reason of the fact that he or she is or was a director, officer, employee, or agent of the Corporation, or is or was serving at the request of the Corporation as a director, officer, employee, or agent of another corporation, partnership, joint venture, trust, or other enterprise, against expenses (including attorney's fees), judgments, fines, and amounts paid in settlement actually and reasonably incurred by him or her in connection with such action, suit, or proceeding if: (1) he or she acted (A) in good faith and (B) in a manner reasonably believed to be in or not opposed to the best interests of the Corporation; and (2) with respect to any criminal action or proceeding, he or she had no reasonable cause to believe his or her conduct was unlawful. 4 EFTA00085125  The termination of any action, suit, or proceeding by judgment order, settlement, conviction, or upon a plea of nolo contendere or its equivalent, shall not, of itself, create a presumption that the person did not act in good faith and in a manner which he or she reasonably believed to be in or not opposed to the best interests of the Corporation and, with respect to any criminal action or proceeding, had reasonable cause to believe that his conduct was unlawful. (b) The Corporation shall indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending, or completed action or suit by or in the right of the officer, employee, or agent of the Corporation, or is or was serving at the request of the venture, trust, or other enterprise against expenses (including attorney's fees) actually and reasonably incurred by him or her in connection with the defense or settlement of such action or suit if he or she acted: (1) in good faith; and (2) in a manner he or she reasonably believed to be in or not opposed to the best interests of the Corporation. However, no indemnification shall be made in respect of any claim, issue, or matter as to which such person shall have been adjudged to be liable for negligence or misconduct in the performance of his or her duty to the Corporation unless and only to the extent that the court in which such action or suit is brought shall determine upon application that, despite the adjudication of liability but in view of all the circumstances of the Can, such person is fairly and reasonably entitled to indemnity for such expenses which the court shall deem proper. (c) To the extent that a director, officer, employee, or agent of the Corporation has been successful on the merits or otherwise in defense of any action, suit, or proceeding referred to in •,3bpartigraphs (a) and (b), or in defense of any claim, issue, or matter theriri, he or she shall be ladenmified - against expenses (including attorneys' fees) actually and reasonably incurred by him or her in connection therewith. (d) Any indemnification under subparagraphs (a) and (b) (unless ordered by a court)'illall be made by the Corporation only as authorized in the specific case upon a determination that ho-or she had met the applicable standard of conduct set forth in subparagraphs (a) and (b). Such determination shall be made: (1) by the board of directors by a majority vote of a quorum consisting oflireefOrs who were not parties to such action, suit, or proceeding; or (2) if such a quorum is not obtainable, or even if obtainable a quorum of disinterested directors so directs, by independent legal counsel in a written opinion; or (3) by the stockholders. (e) Expenses incurred in defeating a civil or criminal action, suit, or proceeding may be paid by the Corporation in advance of the final disposition of such action, suit, or proceeding as authorized by the board of directors in the specific case upon receipt of an undertaking by or on behalf of the director, officer, employee, or agent to repay such amounts unless it shall ultimately be determined that he or she is entitled to be indemnified by the Corporation as authorized in this article. (0 The indemnification provided by this Article shall not be deemed exclusive of any other tights to which those seeking indemnification may be entitled under any bylaw, agreement, vote of stockholders or disinterested directors, or otherwise, both as to action in his or her official capacity and as to action in another capacity while holding such office, and shall continue as to a person who has ceased to be a 5 EFTA00085126  director, officer, employee, or agent and shall inure to the benefit of the heirs, executors, and administrators of such person. (g) The Corporation shall have power to purchase and maintain insurance on behalf of any person who is or was a director, officer, employee, or agent of the Corporation, or is or was serving at the request of the Corporation as a director, officer, employee, or agent of another corporation, partnership, joint venture, trust, or other enterprise against any liability asserted against him or her and incurred by him or her in any such capacity, or arising out of his or her status as such, whether or not the Corporation would have the power to indemnify him or her against such liability under the provisions of this Article. ARTICLE XII The Corporation reserves the right to amend, alter or repeal any of the provisions of these Articles of Incorporation and to add or insert other provisions authorized by the laws of the Virgin Islands in the manner and at the time prescribed by said laws, and all rights at any time conferred upon the Board of Directors and the stockholders by these Articles of Incorporation are granted subject to the provisions of this Article. [NJ [signature page follows) 6 EFTA00085127 IN WITNFSS WHEREOF, we have hereunto subscribed our names this day of November, 2011. eory f. F on. Incorporator Brett Geary, LirettaFktot d TERRITORY OF THE UNITED STATES VIRGIN ISLANDS ) DISTRICT OF ST. THOMAS AND ST. JOHN The foregoing instrument was acknowledged before me this alit day of om , 2011, brkrika A. Kellerhals, Gregory J. Ferguson, and Brett Geary. GINA MARIE BRYAN NOTARY PUBLIC NP 08949 COMMISSION EXPIRES 09/26/2013 ST. THOMAS/ST. JOHN UPI 7 EFTA00085128  Consent of Agent for Service of Process 0 This writing witnesseth that the undersigned Kellerhals Ferguson LLP having been designated by Nautilus, Inc., as agent of the said company upon whom service of process may be made in all suits arising against the said company in the Courts of the Virgin Islands, do hereby consent to act as such agent and that service of process may be made upon me in accordance with Title 13 of the Virgin Islands Code. IN WITNESS WHEREOF, I have hereunto set my signature this 21st day of November, 2011. n 0$00L911/4a 12 Kellerhals Ferguson LLP 3OO,- Erika A Kelkht Partner C.) dot 13(e9 CC) No r m Staikribed and sworn to before me this 21st day of ,2011. N. a blicrin and for e Territory of the United States Virgin Islands My commission expires: GINA MARIE BRYAN NOTARY PUBLIC NP 069-09 COMMISSION EXPIRES 09/2812013 ST. THOMAS/ST. JOHN, USVI EFTA00085129  CERTIFICATE OF CHANGE OF RESIDENT AGENT FOR NAUTILUS, INC. The undersigned, being the President and Secretary of Nautilus, Inc., a United States Virgin Islands corporation (the "Corporation"), pursuant to Chapter 1, Tide 13, Section 54 of the Virgin Islands Code, hereby adopt the following resolutions by written consent in lieu of a meeting: WHEREAS, the Corporation was duly formed in the United States Virgin Islands on November 22, 2011; and WHEREAS, the physical address of the designated office of the Corporation is 9100 Havensight, Port of Sale, Suite 15-16, St. Thomas, U.S. Virgin Islands 00802. The physical address and mailing address of the designated office of the Corporation are the same; and WHEREAS, the name and address of the Corporation's current agent for service of process is Kellerhals Ferguson LLP, 9100 Havensight, Port of Sale, Suite 15-16, St. Thomas, U.S. Virgin Islands 00802; and WHEREAS, the Corporation desires to change the resident agent for service of process; and WHEREAS, the name and address of the new agent for service of process is Business Basics VI, LI.C, 9100 Havensight, Port of Sale, Suite 15-16, St. Thomas, U.S. Virgin Islands 00802. NOW THEREFORE BE IT: RESOLVED, that the current agent for service of process of the Corporation, Kellerhals Ferguson LIP, hereby resigns as agent for service of process for the Corporation; and it is further RESOLVED, that the Corporation hereby appoints, Business Basics VI, LLC, as the lillv agent for c> ;.•cil service of process for the Corporation; and it is further o :./7 en I— . • • ri RESOLVED, that the physical and mailing address for the new agent for serviceof piacess,g Business Basics VI, LLC, is 9100 Havensight, Port of Sale, Suite 15-16, St. Thomas, U.S. Virgjrfalandc ;:ti 00802. t_' --t, - n "irr ... i (./) -n a 4 c, v) ,—. m --I —4 Cl) [rignatmn pagefollows] EFTA00085130  IN WITNESS WHEREOF, as of this \S' day of 2012, the undersigned have executed this Resolution for the purpose of giving their consent ereto and approval thereof. Copporait Seal Nautilus, Inc. Jeffrey E. Epstein, betAiLLAA, Darren Indyke, Secre C(14 ary4 — TERRITORY OF THE UNITED STATES VIRGIN ISLANDS )ss: DISTRICT OF ST. THOMAS & ST. JOHN On this the day of a.az. .20i2. before me undersigned, personally appeared Jeffrey E. Epstein and DarrelIndylle who acicnowledgethhen? the r ielves.to be the President and Secretary of Nautilus, Inc., a Virgin Islands Corporation, and as being autlionzed soxd do executed the foregoing instrument for the purpose therein contained. c a c> ..„c IN WITNESS WHEREOF, I hereto set my hand and official seal. c> ..c -NJ T1 m .,1p c, Notary Pubic HARRY I. SELLER Notary Public. State of New York No. 018E485.$924 Qualified in Rockland County y Commission Expires Feb. 17,20_ EFTA00085131  FORM - RACA12 TiE WEED STATES VROINISLANDS OFFICE OF THE UEUTENANT GOVERNOR DIVISION OF CORPORATIONS AND TRADEMARKS RESIDENT AGENT FORM CONSENT OF AGENT FOR SERVICE OF PROCESS This writing witnesseth that I. the undersigned Business Basics VI, LLC having been designated by Nautilus, Inc. as resident agent of said company, upon whom service of process may be made In al suits arising against said company in the Courts of the United States Virgin Islands, do hereby consent to act as such agent and that service of process may be mode upon me in accordance with Title 13. Virgin Islands Code. IN WITNESS WHEREOF, I have hereunto set my signature this 13th of September 2012 I 00:1A11. MU SIAM Of MUM nu OR IMO OF MINOM P SUM SIAMINO COMMONIOS ACCOMMWMIC DOCOM101. AVO COMO, MIN NIA PAX IN PS APIUr..AROIt Alt UOICTCWOM API M MO IIIAI ANT FIPM Olt MOW MIMI PO MT 0001011 MATH ervora of 0 r -1 et I • 7;) SIGNAT OF RESIDENTAGE rcti, v ca :c re-, N---____J DAYTIME CONTACT NUMBER - , - --i -n S 9100 Havenslght, Port of Sale, Ste 15-16, St. Thonis, VL.00802 MAIUNG ADDRESS 9100 Havensight, Port of Sale, Ste 15-16, St. Thomaik Vtil0802 PHYSICAL ADORES EMAIL ADDRESS rl NOTARY ACKNOWLEDGEMENT Subscribed and sworn to before me this tt.51P-‘ day of to at Gory Brett A. SP.111.11 Notary Public John, Si. :MS IV 21. December us Commission Enos My My Co EFTA00085132  vas 300 - co CUt lo6 0 Real- a 381-12 THE UNITED STATES VIRGM ISLANDS OFFICE OF THE LIEUTENANT GOVERNOR DIVISION OF CORPORATIONS AND TRADEMARKS 5049 Kongens erode 1105 King Street Charlotte Amalie. Virgin Islands 00802 Christiansted. Virgin blonds 03820 Phone - 310.776.8515 Mona - 340.773.6449 Fox - 340.776.4612 Fox - 340.773.0330 FRANCHISE TAX REPORT - DOMESTIC CORPORATION \ CORPORATE FILINGS AND REQUISITE TAXES ARE DUE. EACH YEAR, ON OR BEFORE JUNE 30m. Co\ AVOID PENALTIES AND INTEREST BY PAYING ON TIME. cl it‘a ' TODAY'S DATE 6/30/2018 TAX CLOSING DATE 12/31/2017 \:\ ' EMPLOYER I0EI a721 s14/" feCtiOir CORPORATION NAME Nautilus, Inc. PHYSICAL ADDRESS 6100 Red Hook Quarter, B3, St. Thomas, U.S. Virgin Islands 00802 MAIUNG ADORESS 6100 Red Hook Quarter, B3, St. Thomas. U.S. Virgin Islands 00802 DATE OF INCORPORATION 11/22/2011 NATURE OF BUSINESS Holding Property for Personal Use SECTION 2 CAPITAL SIOCK AUTHORIZED ON LAST FRED REPORT 01030 sewn et 00101101SICCa. LOI pu vela CAPITAL STOCK AUTHORIZED ON THIS DATE KLOX ayes ti cows,ma. totter valor SECTION 3. PAID44 CAPITAL STOCK 14310 N CONOUCIING BUM= A. AS SHOWN ON LAST FILED REPORT SIA00 B. ADDITIONAL CANAL PAID SINCE LAST REPORT 0 C. SUM Of *A* AND 'X ABOVE 11.000 D. PATO.IN CAPITAL WITHDRAWN SINCE LAST REPORT S 0 E. PAN)-14 CANAL STOCK AT DATE Of THIS REPORT SI OM F. HIGHEST TOTAL PAWN CAPITAL STOCK OURNG REPORTING PERIOD SLOW SECTION COMPUTATION OF TAX A. At RATE Of $1.50 PER THOUSAND (PLEASE ROUND DOWN TO THE NEAREST THOUSAND, ON HIGHEST TOTAL PAID-IN CAPITAL STOCK AS REPORTED ON UNE 3E ABOVE 530000 B. TAX Dui (IA OR $150.00 WHICHEVER IS GREATER)) 130000 SECTION 5 - PENALTY AND IMBRIST FOR LATE PAYMENT A. PENALTY - 20% OR $50.03 IMICHEVER 6 GREATER' OF 4B B. INTEREST - I% COMPOUNDED ANNUALLY FOR EACH MONTH. OR PART THEREOF. BY WHICH PAYMENT 6 DELAYED BEYOND THE AR* 30•• DEADLINE C. TOTAL PENALTY ANO INTEREST SECTION 6 - TOTAL DUB (TAXIS.. PINALTY. INTEREST) SUM Of 4B AND SC $30000 I WWI PENALTY 04 Mutat wen ME LAIR Of M UNIFO STATES VIRGIN MANN. nut ALL STAMM* Of THIS AMJCAII0N, AND ANY ACCOMPANYING 0019MILHIS. ART MU COIMICI. WIN MAT SINAI AN STATUADOS MAN IN LISS APPUCAPON AN SIMUIGT I AND THAT ANY PANT On MHO TO ANY 00191011 /AM w F01°Wm Oa Si FivOCARON Of RIGISTRASION. 9G 90 Jeffrey E Einar, PRINMO PEST NAME AND LAST NAME PRINTED 1161 NAME AM) LAST NAME EFTA00085133  THE UNITED STATES %Mow GLANDS OFFICE OF THE LIEUTENANT GOVERNOR 504? Ccnvens Gain Oweloll. Amota. n rsult OWE DIVISION OF CORPORATIONS AND TRADEMARKS TWAIN; Vteel Qv-tunnies. Wed.Moeda COON Mole 340 35' E Prone - 340.773.449 Ms • NOTTF.st> Nu • 340 7.30330 ANNUAL REPORT - DOMESTIC AND FOREIGN CORPORATION CORPORATE FILNOS AND REQUISITE TAXES An DUE. EACH YEAR, ON OR BEFORE JUNE 30ft. AvOIDPENALTES AND INTEREST BY PAYING ON TIME TODAY'S DATE _TAX CLONG DATE I/MOM IDENTIFICATioN NO (FINS 6/30/2018 12/31/2017 SECTION 1 CORPORATION NAME Naples. Mc. ADDRESS Of MAN OFFICE 6100 Red Hook Quarter. E13.St. Thomas. U.S. Virgin Islands 00602 c e's. ADDRESS Of PRECIPLE LISVI OFFICE Ilkelness Basks VI. NC .Rod Palm ProlosakinalBulking 9053 [Nap fixates. Su* Id Si. Meus. U.S. voginnionesome DATE OF INCORPORATION 11/22/2011 COLINTRY/STATE Of INCORPORATION U. S. Vrgks Isbnds mAOUNT OF AUTHORIZED CAPITAL STOCK ' t) AT CLOSE OF FISCAL YEAR 10.000 shares of common stock. $.01 per vakte c\> S J; AMOUNT OF PAID-RICAPITAL CAPITAL ec> AT CLOSE Of FISCAL WAR $1,000 AMOUNT Of CAPITAL USED IN comoucnno BUSINESS MTV TIE LEVI NANG THE air Al YEAR $1000 SECTION 2 NAMES AND ADDRESSES OF ALL DIRECTORS AND OFFICERS OF THE CORPORATION AT THE CLOSE Or FISCAL YEAR ANDEVIRATION DATES OF TERMS OF CIRCE - NAME/TIM ADDRESS TERM EXPIRATION Jeffrey E Epstein, President/Director 6100 Red Hook Quarter, B3, St. Thomas, USVI 00802 SWIMS until successor elected Richard Kahn, Treasurer/Director , New York, NY 10021 Serves until successor elected Darren A toils. Vke ProSiONTUSTraureareat • Livingston, NJ 07039 SeveS me successor elected I DECEASE. UNDER PENALTY Of UNDER MI TAWS Of TM LIMN GAM MICAH ISLANDS, THAT ALL STA ID NINT APFUCMION AND ANY ACCOOM G DOCUAMM. ASE liv? OMNI. MIN IN mammal DIM ALL HAMANN MAGI IN INS APPLICATION AAI SalICI TO MAT AMY Foal OR OISNONEST ANY QUESTION MAY BI GAO • OR CANAL OR SAISeNM REVOCATION OF ANIMATION Ti Richard Kahn rAlt4 @hokum 149/2.96 PAINTED FIRST NAAIE AND LAST NAME PINTO PINT NICE AND LAST • 11/6 LAST REPORT DOES NO7 COVER DIE PERIOD MMEDIATELY PRECEMEG THE REPORT PERIOD COVERED BY TM REPORT. A WMEMENTARY *NCO ON TIE SANE MASI SE MED. OROGING ME GAP BATMEN14 IWO WORN. . INS REPORI 6 NOT CONCERN COMPUTE SIMMS ACCOMPANIED BY A GENERAL SALA...a SHEET APO PROM AND LOSS STAINI04 TOR ME LAST FISCAL YEAR. AS ACQUIRED BY 149E VIRGIN ISLANDS CODE FINANCIAL STANNOUS MOULD BE SIGNED BY AN IPOEPENDENT PDX ACCOUNTANT • FOREIGN SAS COMORATICRIS THAT ARE REGISTERIM WM THE %CUM? AND =MINE COMPASSION mur FINISH NONCE a SUCH REGISTRATION AND COMPLY WITH BALANCE SHED ATO PROM AND LOSS STATEMENTS. PCSS THAT ARE NO1 REGISTERED WM DE COMPASSION ARE IDEPAPT FROM FILING DIE CAMERAL BALANCE SHEET NO At PROFIT AND LOA STATEMENT. EFTA00085134  ,., 609° 4(Seic, Vecz3 (O1 es.k.051 THE UNTIED STATES VRGIN ISLANDS OFFICE OF THE LIEUTENANT GOVERNOR DIVISION OF CORPORATIONS AND TRADEMARKS 5049 Kongens Code 1105 King Street Chorlohe Amore. Virgin Worlds 00002 Ovistionsle0. virgin Islands 00820 Phone - 340.776.85'S Phone • 340.773.6449 Fox • 340.776.4612 Fox - 340.773.0330 FRANCHISE TAX REPORT - DOMESTIC CORPORATION CORPORATE FILINGS AND REQUISITE TAXES ARE DUE, EACH YEAR, ON OR BEFORE JUNE 30°'. AVOID PENALTIES AND INTEREST BY PAYING ON TIME. TODAY'S DATE 6/30/2017 TAX CLOSING DATE 12/31/2016 EMPLOYER IDENTIRCADON NO. ($NI SIC CT .-:.1 . CORPORATION NAME Nautilus, Inc. r- O S.- -4 A., MESCAL moms 6100 Red Hook Quarter, B3, St. Thomas, U.S. Virgintlang10040,2?3, MAILNG ADDRESS 6100 Red Hook Quarter, B3, St. Thomas, U.S. Virgin lanttg00dit a rr, DATE OF INCORPORATION 11/22/2011 St., 3 er.,c; NATURE OF BUSINESS Holding Property for Personal Use a —4 SECTION 2 tra CAPITAL STOCK AUTHORIZ