EFTA01299072.pdf

Deutsche Bank NAME SEARCHED: Southern Trust Company, Inc. PWM BIS-RESEARCH performed due diligence research in accordance with the standards set by AML Compliance for your business. We completed thorough searches on your subject name(s) in the required databases and have attached the search results under the correct heading below. Significant negative media results may require escalation to senior business, Legal and Compliance management. Also, all accounts involving PEPs must be escalated. Search: Result: Click hem for results: Reviewer Comments (as necessary): RIX' w No Nit • Not Required I. RDC Results No RDC alert (Please see attached) El Ilit O No Hit • Not Required II. PCR Results No PCR alert PCR (Please see attached) Hit O Yes ): 4 No M. Negative Media There was no information found BIS IV. Non-Negative Media Not Required O Not Required V. Other Language Media Not Required It.cults? O Yes O No vi. Not Required D&B Not Required D&B 0 Sinai-dim Results? 0 Yes O No Result found(Pleasc see attached) • Not Required VII. Smartlinx tIt Review by Legal May Court Cases be Required O No Results vill. Court Cases Result found(Plcase see attached) O Search not required Prepared by: Deepak Khandelwal Date:05/30/20i 3 Research Analyst Instructions: I. Review and confirm that all results are returned for your client. 2. Please note that you are still required to perform any Martindale-Hubbell search (if applicable) on each search subject. We have attached the web link below for your convenience: Martindale-Hubbellhttp://www.martindale.com/xp/Martindale/home.xml 3. As needed, provide comment for any negative results. 4. If applicable, please obtain clearance from Compliance for all alerts. 5. Save any changes you make to this document and attach file to your KYC. Please note: Submission of a signed KYC is your confirmation that you hive fully reviewed the research documents. AIR Research Profile UM modified fig/11007 11110113 i asC. volt. S0NY_GM_00064618 CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) CONFIDENTIAL DB-SDNY-0027443 EFTA_00175121 EFTA01299072  Page 1 OFAC RESULTS RDC: 11522897 Not Alerted 6229368 Southern Trust Company, Inc. Country:United States PCR: C20130517424822 Southern Trust Company, Inc 6229368 NCA customised Closed - No Hit 30/05/2013 BIS RESULTS Negative Media: There was no information found Non-Negative Media: Not Ruptured Other Language Media: Not Required Public Records: 1 OF 1 RECORD(S) FOR INFORMATIONAL PURPOSES ONLY Copyright 2013 LexisNexis a division of Reed Elsevier Inc. All Rights Reserved. Subject Summary Name Address Phone County/FIPS SOUTHERN TRUST 739 KENDALL RD None Listed COMPANY. INC. NEWBERRY. SC 29108-1781 Name Variations/DBAs # Name Variations 1. SOUTHERN TRUST COMPANY. INC. Addresses - 1 records found # Address Dates County MSA 1. 739 KENDALL RD 10/11/2006 NEWBERRY NEWBERRY, SC 29108 AIR Rcscsrch Profile last modified 6 I & 2007 For internal use only SDNY_GM_00064619 CONFIDENTIAL - PURSUANT TO FED. R.QQN(F IDENTIAL DB-SDNY-0027444 EFTA 00175122 EFTA01299073  Page 2 # Address Dates County MSA 3/15/2013 Profile Information -18 records found 1: SOUTHERN TRUST COMPANY, INC. Company Name: SOUTHERN TRUST COMPANY, INC. Date Of Incorporation: 3/29/1984 State Of Incorporation: SC Charter Number: 356008 Status Of Incorporation: MERGER Corporation Structure: BUSINESS PROFIT ENTITY 2: SOUTHERN TRUST COMPANY, INC. Company Name: SOUTHERN TRUST COMPANY, INC. State Of Incorporation: SC Charter Number: 356008 Status Of Incorporation: MERGER Corporation Structure: BUSINESS PROFIT ENTITY 3: SOUTHERN TRUST COMPANY, INC. Company Name: SOUTHERN TRUST COMPANY, INC. Date Of Incorporation: 3/29/1984 State Of Incorporation: SC Charter Number: 356008 Status Of Incorporation: MERGER Corporation Structure: BUSINESS PROFIT ENTITY 4: SOUTHERN TRUST COMPANY, INC. Company Name: SOUTHERN TRUST COMPANY, INC. Date Of Incorporation: 3/29/1984 State Of Incorporation: SC Charter Number: 356008 Status Of Incorporation: MERGER Corporation Structure: BUSINESS PROFIT ENTITY 5: SOUTHERN TRUST COMPANY, INC. Company Name: SOUTHERN TRUST COMPANY, INC. Date Of Incorporation: 3/29/1984 State Of Incorporation: SC Charter Number: 356008 Status Of Incorporation: MERGER Corporation Structure: BUSINESS PROFIT ENTITY 6: SOUTHERN TRUST COMPANY, INC. Company Name: SOUTHERN TRUST COMPANY, INC. Date Of Incorporation: 3/29/1984 State Of Incorporation: SC Charter Number: 356008 7: SOUTHERN TRUST COMPANY, INC. Company Name: SOUTHERN TRUST COMPANY, INC. State Of Incorporation: SC Charter Number: 356008 Status Of Incorporation: MERGER Corporation Structure: BUSINESS PROFIT ENTITY 8: SOUTHERN TRUST COMPANY, INC. Company Name: SOUTHERN TRUST COMPANY, INC. State Of Incorporation: SC Charter Number: 356008 ARK Res.:arch Profile lase mollified 6 18'2007 For internal use anhv SDNY_GM_00064620 CONFIDENTIAL - PURSUANT TO FED. R.CON(F IDENTIAL DB-SDNY-0027445 EFTA 00175123 EFTA01299074  Page 3 8: SOUTHERN TRUST COMPANY, INC. Corporation Structure: BUSINESS PROFIT ENTITY 9: SOUTHERN TRUST COMPANY, INC. Company Name: SOUTHERN TRUST COMPANY, INC. State Of Incorporation: SC Charter Number: 356008 Status Of Incorporation: MERGER Corporation Structure: BUSINESS PROFIT ENTITY 10: SOUTHERN TRUST COMPANY, INC. Company Name: SOUTHERN TRUST COMPANY, INC. Date Of Incorporation: 3/29/1984 State Of Incorporation: SC Charter Number: 356008 Status Of Incorporation: MERGER Corporation Structure: BUSINESS PROFIT ENTITY 11: SOUTHERN TRUST COMPANY, INC. Company Name: SOUTHERN TRUST COMPANY, INC. Date Of Incorporation: 3/29/1984 State Of Incorporation: SC Charter Number: 356008 Status Of Incorporation: MERGER Corporation Structure: BUSINESS PROFIT ENTITY 12: SOUTHERN TRUST COMPANY, INC. Company Name: SOUTHERN TRUST COMPANY, INC. Date Of Incorporation: 3/29/1984 State Of Incorporation: SC Charter Number: 356008 13: SOUTHERN TRUST COMPANY, INC. Company Name: SOUTHERN TRUST COMPANY, INC. Date Of Incorporation: 3/29/1984 State Of Incorporation: SC Charter Number: 356008 Status Of Incorporation: MERGER Corporation Structure: BUSINESS PROFIT ENTITY 14: SOUTHERN TRUST COMPANY, INC. Company Name: SOUTHERN TRUST COMPANY, INC. State Of Incorporation: SC Charter Number: 356008 Status Of Incorporation: MERGER Corporation Structure: BUSINESS PROFIT ENTITY 15: SOUTHERN TRUST COMPANY, INC. Company Name: SOUTHERN TRUST COMPANY, INC. Date Of Incorporation: 3/29/1984 State Of Incorporation: SC Charter Number: 356008 16: SOUTHERN TRUST COMPANY, INC. Company Name: SOUTHERN TRUST COMPANY, INC. Date Of Incorporation: 3/29/1984 State Of Incorporation: SC Charter Number: 356008 Status Of Incorporation: FOR PROFIT BUSINESS 17: SOUTHERN TRUST COMPANY, INC. Company Name: SOUTHERN TRUST COMPANY, INC. ARK ftwarch Profile lad modified 6 IS 2007 For internal use anhv SDNY_GM_00064621 CONFIDENTIAL - PURSUANT TO FED. R.CON(F IDENTIAL DB-SDNY-OO27446 EFTA_00I 75124 EFTA01299075  Page 4 17: SOUTHERN TRUST COMPANY, INC. Date Of Incorporation: 3/29/1984 State Of Incorporation: SC Charter Number: 356008 Status Of Incorporation: MERGER 18: SOUTHERN TRUST COMPANY, INC. Company Name: SOUTHERN TRUST COMPANY, INC. Date Of Incorporation: 3/29/1984 State Of Incorporation: SC Charter Number: 356008 Status Of Incorporation: MERGER Registered Agents -1 records found # Name Address 1 C OTIS TAYLOR JR 739 KENDALL RD NEWBERRY, SC 29108-1781 Company ID Numbers -1 records found Company ID Numbers Sec. of State Charter No(s): SC. 356008 Business Associates -10 records found # Name Address 1. CANNON ASSOCIATES INC 739 KENDALL RD NEWBERRY. SC 29108.1781 2. CANNON CONSTRUCTION COMPANY, INC. 739 KENDALL RD NEWBERRY, SC 29108-1781 3. KAR KLEEN OF SOUTH CAROLINA. INC. 739 KENDALL RD NEWBERRY, SC 29108.1781 4. MINI WAREHOUSES-TCA INC 739 KENDALL RD NEWBERRY. SC 29108-1781 5. NEWBERRY PROPERTIES. INC. 739 KENDALL RD NEWBERRY, SC 29108.1781 6. PALMETTO PROPERTY MANAGEMENT, LLC 739 KENDALL RD NEWBERRY. SC 29108-1781 7. SOUTHERN TRUST COMPANY, INC. 739 KENDALL RD NEWBERRY, SC 29108-1781 8. TAYLOR FOUNDATION OF NEWBERRY. INC. 739 KENDALL RD NEWBERRY, SC 29108.1781 9. TCA FISH FARMS LLC 739 KENDALL RD NEWBERRY, SC 29108.1781 10. TCA TIMBERLANDS INC 739 KENDALL RD NEWBERRY. SC 29108.1781 Sources - 3 records found Ali Sources 3 Source Document(s) Business Finder 2 Source Documengs) Corporate Filings 1 Source Document(s) Important: The Public Records and commercially avaitable data sources used on reports have errors. Data is sometimes entered poorty, processed incorrectly and is generally not free from defect This system should not be relied upon as definitively accurate. Before relying on any data this system suppfies, it should be independently verified. For Secretary of State documents, the following data is for information purposes only and is not an official record. Certified copies may be obtained from that individual state's Department of State. Your OPPA Permissible Use is: Debt Recovery/Fraud Your GLBA Permissible Use is: Legal Compliance Copyright. 2013 LexisNexis, a division of Reed Elsevier Inc. All nghts reserved. AFIR Rcscarch Profilc lasi modified 6 18'2001 For inkmal usc only SDNY_GM_00064622 CONFIDENTIAL - PURSUANT TO FED. R.QPN(F IDENTIAL DB-SDNY-0027447 EFTA_00I 75 I 25 EFTA01299076  Page 2 D&B: Not Required LEGAL RESULTS: Court Cases: BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM 1990 Fed. Res. Interp. Ltr. LEXIS 350 August 29. 1990 CORE TERMS: subsidiary, revisions, BHC Act, renumbered, sentence, banking, acquire, accurately, revised, deleted REQUESTBY: Robert E. Mannion, Esq. Arnold & Porter 1200 New Hampshire Avenue, N.W. Washington, D.C. 20036 OPINIONBY: William W. Wiles, Secretary of the Board Dear Mr. Mannion: This is in reference to the Board's Order of July 24, 1990, approving the application of Avantor Financial Corporation, Norfolk, Virginia ("Applicant") to become a bank holding company by acquiring The Citizens and Southern Corporation, Atlanta, Georgia ("C&S"), and Sovran Financial Corporation, Norfolk, Virginia ("Sovran"), and the banking and nonbanking subsidiaries of C&S and Sovran ("Order"). In order to reflect more accurately the extent of the Board's approval of this transaction, and to take into account changes in the proposal made by Applicant following both filing of the applications and approval of the applications, the following revisions have been made to the Order. These revisions have been incorporated in the version of this Order that will be published in the Federal Reserve Bulletin, a copy of which is enclosed. 1. The new name of the Applicant, "C&S/Sovran Corporation," announced by the Applicant on July 24, 1990, has been placed at the heading to the Order. 2. To reflect the merger of various Sovran subsidiary banks and the acquisition of subsidiary banks by C&S subsequent to the filing of these applications, the following revisions have been made to Appendix A of the Order: 1) Item number 7 has been changed to "The Citizens and Southern Bank of Duval County, Neptune Beach, Florida." 2) Item number 8 has been changed to "The Citizens and Southern Bank of Monroe County, Marathon, Florida." 3) Items numbered 15, 16 and 18 have been deleted and items numbered 17 and 19 have been renumbered as 15 and 16 respectively. Accordingly, the first sentence of the third paragraph of the Order AIR Research Profile lass moth tied 6 I&'2007 For internal usc anhv SDNY_GM_00064623 CONFIDENTIAL - PURSUANT TO FED. R.QQN(F IDENTIAL DB-SONY-0027448 EFTA_00I75126 EFTA01299077  Page 2 1990 Fed. Res. Interp. Ltr. LEXIS 350 has been changed to indicate that Sovran has twelve banking subsidiaries, and the next sentence of this paragraph has been changed to indicate that C&S has five banking subsidiaries. 3. To reflect more accurately the legal names of certain C&S subsidiary banks, Items numbered 2 and 3 of Appendix A are revised to read as follows: "2) The Citizens and Southern National Bank of Florida, Fort Lauderdale, Florida." and "3) The Citizens and Southern National Bank of S.C., Columbia, South Carolina." 4. Appendix B of the Order has been revised to include Sovran Credit Corporation, Sovran Equity Mortgage Corporation, Sovran Mortgage Corporation and C&S Family Credit, Inc., as items numbered 3, 4, 7 and 13 respectively. All of these companies conduct lending activities pursuant to section 225.25(b)(1) of Regulation Y (12 C.F.R. 225.25(b)(1)). The other companies listed in this Appendix have been renumbered accordingly. These companies were not originally included in this Appendix because they engage in insurance activities pursuant to section 225.25(b)(8) of Regulation Y (12 C.F.R. 225.25(b)(8)). To reflect the fact that the Board intended to consider all of the insurance activities of the subsidiaries to be acquired by Applicant at one time (in light of the allegations made by the Protestants about the scope and permissibility of various insurance activities conducted by these insurance subsidiaries), the following sentence has been added to the end of footnote 24 of the Order: "In this regard, the insurance activities conducted by Sovran Credit Corporation, Sovran Equity Mortgage Corporation, Sovran Mortgage Corporation and C&S Family Credit, Inc. are not approved by this Order, but will be considered in conjunction with Avantors applications to acquire the insurance subsidiaries of C&S and Sovran." 5. To reflect the fact that Sovran Trading Company/Central South was acquired pursuant to section 4(c)(14) of the Bank Holding Company Act (12 U.S.C. § 1843(c)(14)) ("BI-IC Act"), and not pursuant to section 4(c)(8) of the BHC Act (12 U.S.C. § 1843(c)(8)), the reference to this company in Appendix B as item number 6 has been deleted. All other companies listed in this Appendix have been renumbered accordingly. Additionally, the following clause has been added to the last sentence in the first paragraph and the first sentence of the second last paragraph of the Order: lo acquire Sovran Trading Company/Central South pursuant to section 4(c)(14) of the BHC Act and . . ." These technical revisions have no substantive effect on the Board's approval issued July 24, 1990, of this transaction. In addition, this is to confirm that the Order was intended to include the approval of Applicant to acquire the intermediate bank holding companies of C&S and Sovran, namely, Citizens and Southern Georgia Corporation, Citizens and Southem Florida Corporation, Citizens and Southern South Carolina Corporation, Citizens and Southern Trust Company, Inc. and Sovran Financial Corporation/Central South. If yo stions regarding this matter, please contact Thomas Corsi or Terry Browne of the Board's Legal Division. Very truly yours, William W. Wiles Secretary of the Board cc: Federal Reserve Bank of Atlanta Legal Topics: For related research and practice materials, see the following legal topics: Banking LawBank ActivitiesSecuritiesNonbank BanksBanking LawFederal ActsBank Holding Company ActBanking LawNational BanksAffiliates & Subsidiaries ARR Research Profile Iasi mollified 6 IS 2007 For internal usc only SDNY_GM_00064624 CONFIDENTIAL - PURSUANT TO FED. R.QQN(F IDENTIAL DB-SDNY-0027449 EFTA 00175127 EFTA01299078  CASE COMMENTS - 2013/05/28] : Please rush. Need to open accounts asap SDNY_GM_00064625 CONFIDENTIAL - PURSUANT TO FED. FGcaN DENTIAL Fe) DB-SDNY-0027450 EFTA_00175128 EFTA01299079