EFTA01282679.pdf

NAG N3F71_ Deutsche Bank Private Wealth Management Corporate Account Authorization and Terms and Conditions Officer's Certificate Account Number 1,N-401341k tre_c•-•.. 7 -Ati - tie the duly elected and acting of SOUulliall Trust Company, Inc (the "Corporation') hereby certify that: 4 (21 (11 The following resolutions were adopted by unanimous consent of the Board of Directors of the Corporation on the day of Tom(/ . at, 13 RESOLVED, that any persons designated by the Rees: Act.1— of the Corporation are authorized on behalf of the Corporation to: (A) Open and maintain one or more brokerage accounts) for and in the name of the Corporation at Deutsche Bank Securities Inc. (referred to herein as "DEISr I (incluchng any successor thereof): (B) Deposit, deliver, assign, withdraw and transfer funds, instniments and securities of any type; (CI Sall any securities owned by the Corporation; (D) Buy any securities in a cash account and (E) Buy. sal end sell secunOes (including put and call options) short in a margin account; and (DELETE (El IF INAPPLICABLE) (F) Execute all docuntents, and exercise and direct the exercise of all duties, nghts, and powers, and take all actions necessary or appropriate to perform the powers erranerated above. FURTHER RESOLVED, that the Pire--5.1 of the Caporatron shall certify in writing any changes in the powers, office or identity of those persons authorized to perform the powers enumerated above. OBSI may rely upon any such certificate of authority furnished by the Corporation unti written certification of any change in authority shall have been received by MST Any past action in accordance with this resolution is hereby ratified and conformed. The powers enumerated above Pertain to securities of any type now or hereafter held by the Corporation in its own nght or in any fiduciary capacity. Powers previously certified by the Corporation shall not be effected by the dispatch or receipt of any other form of notice nor any change in the position with the Corporation held by any person so empowered. Any office of the Corporation is hereby authorized to certify these resolutions to whom it may concern. (2) Each of the following we authorized to perform the powers enumerated in the foregoing resolutions and by signing his or her name in this section 2 agrees on behalf of the Corporation to the Terms and Conditions attached hereto: (List name and corporate position) Name Petition Signature Name Position Name Position Signature Signature Deutsche Bank Securities Inc.. a subsidiary of Deutsche Bank AG, conducts investment banking and securinee actMtles In the United States. eau satiawm-0188 Corp Ma Auth & Tata:IV:12100RP I 008420-022212 SDNY_GM_00038213 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-OO01037 EFTA_00148822 EFTA01282679  (3) The Corporation is duly organized and existing under the laws of the State of 44 OS. Writ HiI titailld has the powers to take the actions authorized by the resolutions certified hereon. (4) No action has been taken to rescind or amend said resolutions. and they are now in full force and effect. (5) No one other than the Corporation shall have any interest in any account opened and maintained in the name of the Corporation. (6I THE TERMS AND CONDITIONS ON THE NEXT TWO PAGES CONTAIN A PRE-DISPUTE ARBITRATION CLAUSE AT PARAGRAPH 11. IN WITNESS WHEREOF. I have hereunto affixed my hand and the seal of the Corporation this e) day of 31 ir ?o/3 SfAL, Signature of Certifying Officer 22. ' • :2 • • '• V. V Name of Certifying Officer <C ire-CaInds Corporate Titie of Certifying Officer Pleast, note. A second certifying officer must sign if the first certifying officer is one of the persons listed in section 2. Signature of Second Certifying Officer Name of Second Certifying Officer Corporate Title of Second Certifying Officer IF THE CLIENT IS INCORPORATED OUTSIDE THE UNITED STATES. THE CLIENT MUST COMPLE LE ANT) RETURN A FORM W-8 ALONG WITH THIS OFFICER'S CERTIFICATE. 094.fif.'M -0186 Corp Acct Auth & 1&C 102112) CORP 0%420-022212 SDNY_GM_00038214 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) CONFIDENTIAL DB-SDNY-0001038 EFTA_00148823 EFTA01282680  •ARTICLES'OF INCORPORATION ,/ige-otie(z_ OF FINANCIAL INFOMATICS, INC. 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 ramirements of the. laws of the Virgin Islands of the United States (hereinafter called the "Virgin Islands"),and particularly the (lateral Corporation law of the Virgin Islands (Chapter1, Tide 13, Virgin Islands Code), as the same may be amended from time to time, do make and file these Articles ofincorporation in writing and do certify: hattgellt The name of the 'Corporation (hereinafter referral kr as the "Corjxnution") is Pinturtialinfomaties, Inc. ARTICLUJI The principal office of the Cotpoation, in the Vitgin Islands is lot:gam 9100 Ilavensight, Vora of Salo, Suite 15.16, St. 'Morals, U.S., Virgin Islands, 00802. and the, name of the resident agent of the Constrained is Kelkrhals Ferguson LLP, whose mailing address is 9109 HaVensight, Pon ofSak., Suite 1.5-16,St. Thomas, Virgin Islands 00802, and whose physical address 9100 Havensight, Port of Sale,. Suite 15-16, Sr. Thomas. U.S. Virgin Islands. atinciala Without lathing in any manner the scope and generality of the allowable functions of dw CArrpgjyttion, it is hereby provided that the Corporation shall have the following purposes, objects and powers: (1) lb engage in any lawful business in the United States Virgin Islands. (2) To enter into and carry out any contracts firr .ori in relation to the foregoing business with .riny person, firm, association, eutporation, or goyenunent or governmartal agency. • .(3) To conduct its :business in the United State's Virgin Islands and. to have offices witdhin.ihe ti&vd States Virgin Islands. (4) To borrow °cruise antiney to any arbounrpermitted by law by The sale or isstranceolobligaiions 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 armor:ilium (5) To do all and evelything trecesany, suitable and proper •for.the accomplishment. of any of the purposes of the attainment of any of the objects or the exercise of any of the often; herein set forth, either alone or in connection witti other firms, mthviduals, associations of corporations in the Virgin islands and, eltiewhar 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 Misineste, 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 Anick shall nor be limited or restricted byreference to the terms of any other subdivision or of any other article of these Attie/es of Incorporation. ‘C.:‘ SDNY_GM_00038215 CONFIDENTIAL DB-SDNY-0001039 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) EFTA_00148824 EFTA01282681  AtaleiE13/ 11m total number of shares ofall classes of stock that the CMporation is authorized to issue ia Ten Thousand (10,000) stunts of common stock stiO.1par value; no prefaced stock nenhorired. nit minimum amount of capital with which the Corporation will commence business is One Thousand Pollan: ($1,000). Arenax v The names and places of residence of each rifthePentons fonning the C99)(mitio» ake as follows: IyAØ RESIDZ,Negt link* A. Kellerhals 21•1-19'llistate Camilla» St. Thomas, V.I. 00802 Grigory J. Ferguson 3141Petanorg, St. Thomas, V.1. 00882 Brett .(;.eary 2-1113 Sh)osepli AcRissenchlil, St. "Ilunnas, V.I. 00802 A1~TICL& VI The Corporation is.ca have perpetual existence. ARTICLE VII For the management °film:business and for the conduct of the affair's of the Corporadon, and in:further creation, definition, limitation. and regulation ofthe powers of the Corporation and ofits directors aml • stockboklenvit is further provided: (I) The number of directors of the Corporation shall be fixed by, or in tInt manna:prokiPed'inktdre by-lavis, but in no ease shall the number he fewer than three (3). The direenint nebd riot he stockholders. • •" (2) In. furtherance and not in limitation of the powers: conferred by the laws of Me:Virtu Islands, and subject at all times to the provisions thereof, the Nerd. of Directors is expressly lir-nhorized and empowereth (a) Ter make, adopt and amend thehpkiws of the Corporation„ subject to the powers of die stockholders to alter, repeal or modify the by-laws adopted by the Board of pirectons. (b) TO authorize and issue obligations, f the Corporation, secured and mrsectired, to include therein such provisions as to redeemability, convertibiliq or otherwise, the Board of Directors in ha sole discretion may determine, and to authorize the mortgaging or pledging of, and to authorize and cause to be etecuied mortgages and beds upon any property of Mc Cmporafiun, rail ot personal, including:after acquired property. (c) To determine whether any and, if riny, what part of die. net Keats. of the CorporMinn or of its net assets in 'excess of its capital shall Ix- declared in dividends and 'raid to the stockholders, and to direct and determine the use and disposition thercuE 2 SDNY_GM_00038216 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. GRIM. P. 6(e) DB-SDNY-0001040 EFTA_00148825 EFTA01282682  (d) 'lb set apart a reserve or reserves, and' to aboksh such reserve or reserves, or to make such other provisions, if any, as the Board of-Directors may deem necessary or advisahlc for working. arpinel, for additions, improvements and betterments to plant and equipment, for expansion of the business of the Corpotation (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 othci types, of incentive, compensation or retirement plans for the officers and employees (includingI:fixers and employees who are also directors) of the Corporation, and to fix the amount of profits to be distributed or shared Dr contributed and the amounts of the Corporation's funds or otherwise to be devoted thereto, and to &rennin° the peaces to participate in any such plans and the amounts of their respective pattiapalitms• (0 To issue or grant options for the purchase of, shares of stock of the Cotporation to tams and employees (including officers and employees who arc also directors) of the Corporation and on. such terms and conditions as the Board of Directors may from time teitimc determine. To enter into contracts for the management of the business of the Corporation for terms not exceeding five (5) years. To exercise all the plural of the Corporation, except such as ate conferred by law, or by these Ankles of incorporation or by the bylaws of the Corporation upon the stockholders. To issue such classes of stock and. series within any class of stock with such value and voting powers and with such desigmiticins, preferences and rotative, particip4mg, optional or other special rights, and qualifations,limitations or restrictions diet/tont" is stated in the resolution or resolutions providing fot the issue of such stock aditteri hiy :the Board of Directors and duly filed with the office of the b Governor-of the Virgin Islands in accordance with Sections 91 and 97:Chapter 13., Virgin Islands Code, as the same maybe amended from time m lime. AltTICLE No stockholder shall sell, convey, assign or °dm-cynic 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 die same; and the Corporation shall have thirty (3.0) days within which: to accept same; the Corporation shall notify the stockholder of its electicin.in writing. if accepted by 'the Corporatkm, the stockholder shall promptly assign the shares of stock to the Ccuportition, aniiihe Corporation shall promptly pay therefor. if the Corporation rejects the offer, then the stockholder: shall offer the stock to the remaining stockholders into 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 stack at file same Or 0 greater l © than that at whichit was offered tai die Corporation. If the stockholder shall desire to 'sell. the stock at a lesser price than that originally quoted to die Corporation, the stuckholdertinust then repeat the process of offering the stock for sale to the Corporation and thestockholders in turn. Shams of stock in this Corporation *di not be transferred or sold until the sale or transfer has been reported to the Board.of Directors and approval lay then. 3 SDNY_GM_00038217 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001041 EFTA 00148826 EFTA01282683  No stockholder shall pledge as motet:al for indebtedness any shares of stock without first obtaining dm written consent of a majority of the disinterested members of the Board of Direemrs of the Corporation. ARTICLE IX At all elections of directors, each stockholder shall he entitled to as. many voles na shall ermal 'the number of votes that (except fur such provision :is to cumulative voting) the stockholder would be entitled to east lot din election of director with respect to his or her shares .of stock multiplied by the norther of: directors to be elected- Thestocklioltkr may cast all rotes for a single:director or disitil)mo them aiming any two or more of them As he o shO may see fn. At least ten (10) dayi notice alia0 be given, however shareholders are entitle to waive notice of the meeting as provided by law. 11urthennoto, the meeting and vote of stockholders may he dispensed with, if all of the stockholders who Nvottki 'pave:been entitled so vole itplin the action 'ranch meeting were held, shall consent in wthingto such empoottc .action being taken. Altilara Subject to the provisions of Section 71, Viagin.blianda Code, the Coiporationmay enter into contracts or otherwise transact business with one or more of its directors of officers, or with tiny firm of association of which one of more of its directors or officers ore members or employees, or with any other computation or association:of which one or 1111310 of its ditectom or-officers ate stockholders, directors, officers, or employees, and no such contract or transactkm shall be.invalidated Or in any way a'ffect'ed by the face that such director or directors or officer ur officers have or may have interest* therein that are or might he 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 contractor transietion,•provided that in anysuch case the factolsuch interest shall be disclosed or known to the directors or stockhokiers acting on or in reference to such contract or transaction. No director or directors .or officer'or officers haying such disclosed or known advet%interest shall be liable to the Corporation or to any stockholder or creditor thereof or to any. other Naafi:lot any loss incurred by it under or by talon of any such contract. or transaction, nor shall any such dirPor pR dittgloo or officer or officers be accountable for any gains or profitsrealized thereon. The provisitinErif ildiArticle shall not be construed to invalidate or in any way affect any contract or unnsactiOn that wouki/orlieMitebmvalid• under law. ARTICI-E. XZ (a) The Corporation shall indemnify any -person who was or is a patty tot is threatened to be nal& a party .any threatened, pending, or completed action, suit, or proceeding, whether civil, criminal, administrative, or investigative (other than an 'notion. by or in the right of the Corporatimi) 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, partnershipr joint NiCIILLIre, trust, or otter enterptise, againstmcpenses (including attorney% fees), judgments, fines, and amounts paid insettlinnent actually and naisomibly inclined by him or her in connection with such action, suit, or pmeettling (i) he or she 'toed (A) in good faith and 09 in a manner reasonably believed to be in or not opposed to the best interests of the Cinporadom and, (2) with respect to any criminal action: or praceeding, hem she had no reasonable cause to believe Naar her conduct was unlawful. 4 SDNY_GM_00038218 CONFIDENTIAL CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001042 EFTA_00148827 EFTA01282684  The termination of any action, or proMedinw by judgment order, settlement, conviction, or. upon. a plea of nob 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, bad reasonable nose to believe that his conduct was unlawful. 04 The Corpontrion Shall indemnify any person, who was or is a patty or is threatened to be made a party (wally 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, e‘tr other enterprise against expenses (including attorney's ices) actin lly and reasonably incurred by him or her in connection with the defense orsepletnent of such action or snit if he or she acted: (1) in good hatband (2) in a manner he or she reasonably believed to be in or not opposed to the hest inreirsts (if the Corporation; However, no indemnification shall be made in resobt of any claim, bane, Or. matter as to which inch person.shall have beenadjudged to he liable for negligence Or misconduct m.theperforminite of hil or her duty to the Corporation uhlesand only in 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 case, such person is fairly and reasonably entitled to indemnity for such expenses which the court shall deem proper. (c) To. the extent that a ttirectorofficer, 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 subparagraphs (a) and (h), or in defense of any Claim, issue, or matter Merin, he or she shall be indemnified agijinst exµensest (including18Omm' fees) actually and reasonably incurred by him or herb comet:Min Iheiewith. . (d) Any indemnification under subpar gtaphs (a) and (b). (unless ordered Z court) shall besade by die Corporation only as authorized in the specific cast upon a determination that he or shchad met the applicable standard of conduct set forth in subparagraphs (a) and (b). Such determinatiOn shall be made: cr. (1) by the hoard of &cedes by n majority vote of a quorum consisting of directins who were not parties tosuch action, suit, or proceeding; or (2) if such a quorum is not obtainable, or even if obtainable a quorum of ilisinteresteddirectors so directs, by independent kgal counsel in a written opinion; or (3) by the stockholders. (e) Expenses incurtul in defeating a civil-or criminal action, suit, or citimeeding may-he paid by the Corporation inadvance of the final disposition of such action, suit, or proceeding as authorized by the hoard of directors in the specific case Upon receipt of anundertakingby 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 (imputation as authorized in this article. (I) The indemnification provided by this Article shall not be deemed exclusive of any Miter rights to which those seeking indemnification may he entitled under any bylaw, agreement, vote of stockholders or disinterested directors, or otherwise, both as tOACtion in his or her official capacity and as to action in another capacity while hoklitig suck -office, and, shall continue as to a person who has ceased-to he a • SDNY_GM_00038219 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001043 EFDt00148828 EFTA01282685  • 1 • director, officer, employee, or agent and shall inert to the benefit of the heirs, mteentots, and administrators of such person. (g) '11w or Corporation shall have power to purchase and maintain insurance on helm!, of any person who a director, officer, employee, agent of was is was the CorpormiOn, or is or serving at the request of the Corporation as a director, officer, employee, or agent ot another corporation, parmuship, joint venture,Itusti or other enterprise against any asserted against him or het and incurred by turn or her in niiy such capacity, or arising out of his or her status 25 Stich, whether or not the Corporation would have the power to indemnify him or 'her against. such liability tinder the provisions of this Article. ABIJICLBX11 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 sorbs-Marta by the laws of the Virgin Islands in the manner and at the dine prektibed by said laws, and all rights at any time conferred upon the Board of Directors and the stockholders by there Articles of Incorporation are granted subject to the proyisionb °tails Article. • (signature. page follows) 6 SDNY_GM_00038220 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001044 EFTA_00148829 EFTA01282686  IN NT/VINT:SS WHEREOF,ive hvt.t hereunto subscribed our Nina this 12th day of November, 2011. Erika A. ;Celled)* Inc or dregorti. Forgoer IficorpnItor ,e) N;:t1:- Co C..- • Brett Geary, Incur) orator (.4) TEJIMIX)RY UNITED STATUS VIRGINISLANDS DISIRICII OF ST. THOMAS ANL) ST. JOHN 'lite tonguing insirOluent was sekncnvIedgerl before inc this. 17th day of Moyeinkex, 20)1, by Elite) A. KOK:I:holm, Gregory). Ferguson, and Breit .Geary, [ GINA MARK-. BRYAN NOTARY PUBEIGNIs 069-00 COMMISSIONEXPIRES 09/20/2013 ST. THOMAS/ST. JOHN. LEVI 7 SDNY_GM_00038221 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P 6(e) DB-SDNY-0001045 EFTAJX1148830 EFTA01282687  MG,o1380_ Mt UNItl)SlATES litAND) OFFICE OF THE LIEUTENANT GOVERNOR DIVISION OF CORPORATIONS AND TRADEMARKS 5049 Kongem Gede 1105 King Slrool Chodolie Amok", Virgin Islands 00802 -Christiansted woe Islands 00820. Phone - 340.776.8515 Phone 340.//3.6449 lax - 340.776.4612 fox • 340.773.0330 June 25, 2013 CERTIFICATION OF GOOD STANDING This is to certify that the corporation known as SOUTHERN TRUST COMPANY, INC. FORMERLY: FINANCIAL INFOMATICS, INC. filed Articles of Incorporation office of the Lieutenant Governor on NOVEMBER 18, 2011 that a Certificate of Incorporation was issued by the Lieutenant Governor on DECEMBER 8, 2011 authorizing the said corporation to conduct business in the Virgin Islands and the corporation is considered to be in good standing. enise Johannes Director, Division of Corporation and Trademarks DJ/gg SONY_GM_00038222 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001046 EFTA_00I 48831 EFTA01282688  Corp No. 581871 . GOVERNMENT OF THE VIRGIN ISLANDS OF THE UNITED STATES 0 — CHARLOTTE AMALIE, ST. THOMAS, VI 00802 to Q{I(Oto Wljotn tEbeseVressettliciroball Com: 4 I, theuPdel:Sigiied lill1rrEN4NT-(19VCAIINC)R, bereby that • FINANCIM:INI4i1MATICS, INC. Business Corporation of he V iitinclidands lilcd ilyrny 201 hydaw, Art ides;of lueorporation; duly acknowledged: WI lElkitl:OltE the persnlis.minied in uud 1:kriiele4fand Who have signed the same.' and t keit' •sliceesscirs. are hereby declared to he from ilie'llac,;aforesoicl,m (lorporalion hy ilie min; and for the purposes set forthinaaid !ides, with the rigliot statession as th&ciii -shwal. Wit!iess. My:liand and ilie 'sear of tin: Cloveyhment of the Virgin Itililndti .1r the IIBiwa States. at rharlt)tte Am uJri Si • Imams. this Silt diy tit neeernber, 2011. army Y•R, FRANCIS • ierdenam Governor of the Virgin Islands • I, SDNY_GM_00038223 CONFIDENTIAL DB-SDNY-0001047 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) EFTA_00148832 EFTA01282689  yrAc2DAVARTMENT OF TUE TREASURY AuwJTATuRNAL ((AVENUE SERVICE cairTANATI. cal 45999-0023 Date of thid notice: 02-14-2012 Employer Identification Humber:. 66-0719861 cd Form: 80-4 OV; *Wont of this notice: CP 515 k FINANCIAL. INFONECICS INC afw /.1)1 91.00 HAVENSIGUT 15 1.5. A. AT THOMAS, VX 00802 Ne- _r Pot assistanceyoulsay tall us at: 1( 43 . .N 1 -S00-S294933 • < A ,, • IF YOU WRITE, ATTIV4i .THE STUN AT THE END OP IRIS NOTICE, WE ASSIGNS°. YOU AN EAKOYEk IDENTIFICATION NOMGtR Thank you for applying for en Employer Identification lumber (SIN). We. Cosigned you. AIN 64-0779861, This SIN will identify you, your business accounts, tax returns, and documents, even if you have no employees. Please keep this notice in your permanent records. Mtn filing tax docomonCs, payments, and related correspondence, it is very important that you use your WIN and &omelets nom and acidifies exactly as shown above. Any variation may cause a delay in processing, result in incorrect information in your acOOWlE c or even cause you to be assigned more than one RIM. II the information in not correct st.chme) above, ploasn make the correction using the attached teat oft stub and return it to. us. Based on the informationpeceived from you. or Ant npresentativo, you must file the - Cohesion ford(a) by the deta(l) shown. Form 94188 01/31/2011 Font 2120 03/15/2012 If you have question* abodt the formic) or the due decals) phosn, yon can call us at the phone number or write to ua at the addrian shown at the top of this notiom. If ydu need help in determining your annual accounting period (tax-year)., nee Publication 538,' Accounting pea-lode add Methods. We nasiontd you a tax classification based on information obtained from you or.yoUr representative. It is not a legal onterminationof your tax classification, and is not binding in: the IRS. If you want a legal determination of your tax olessitieation, you may roguont a private latter ruling from the IRS titer the guLdelihem in Revenue Procedure 2004.1, 2001-1. I.R.N. 1 (or aupersodixag Rovonuo Procedure for the year at Done). Note: Certain tax classification elections can be requested by tiling Form 8832, Entity Classification Election. Ube Porn, 8832 and itS instructions far Additional intonation. IKPORTANV. iNFORKATION TOR 0 CORPORATION RIACTIOR: If you intend to elect to file your return as n small busihess corporation, am election to file a Form 1120-S muse beoado within certain timeraces and the • corporation must meet: certain toots. 7,11 of thin Information is. included in the instructions fOrRorm 2553, Election by a Smail Business Corp4mation. SONY_GM_00038224 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001048 EFTA_00148833 EFTA01282690  GOVERNMENT OF THE VIRGIN ISLANDS OF THE UNITED STATES -0- CHARLOTTE AMALIE, ST. THOMAS, VI 00802 To Whom These Presents Shall Come: I, the undersigned, LIEUTENANT GOVERNOR, do hereby certify that FINANCIAL INFOMATICS. INQ A. Virgin Islands corporation, tiled in the Office of the Lieutenant Governor on September 21: 2012 as provIdettfor by law, Certificate of Amendment Articles of incorporation, duly acknowledged; changing its name to SOUTHERN ritusT cOmPakw.S.1, WHEREFORE the said Amendment:is Ite,reby declared to have been duly recorded hi this office on the aforesaid and to be in full three and effect from that date. Witness my hand and the:: seal of the Government of the United States Virgin Islands, at Charlotte Amalie, this 31' day'of October, A.D. 2012. ' GR 66fl IL FRANCIS Lieutenant Governor of the Virgin Wands SDNY_GM_00d38225 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P 6(e) DB-SDNY-0001049 EFTA 00148834 EFTA01282691  M6, °Ism- zit! !kisyero Tut UmIED SIAM WON ISLANDS OFFICE OF THE LIEUTENANT GOVERNOR DIVISION OF CORPORATIONS AND TRADEMARKS 5049 Kongens Cade 1105 Kin Sweet Chollalie AMcile, Virgin itInnds 00802 Christ lonsied..Virgin Islands 00820 Phone • 340.776.8515 Phone 340.7/3.6449 Fax - 34(1.776.4612 Fox 340,773.0330 June 25, 2013 CERTIFICATION OF GOOD STANDING This is to certify that the corporation known as SOUTHERN TRUST COMPANY, INC. FORMERLY: FINANCIAL INFOMATICS, INC. filed Articles of Incorporation office of the Lieutenant Governor on NOVEMBER 18, 2011 that a Certificate of Incorporation was issued by the Lieutenant Governor on DECEMBER 8, 2011 authorizing the said corporation to conduct business in the Virgin Islands and the corporation is considered to be in good standing. Denise Johannes Director, Division of Corporation and Trademarks DJ/gg SDNY_GM_00038226