EFTA01298351.pdf

ARTICLES OF INCORPORATION OF RECEIVED LT. 110V. OFFICE J. EPSTEIN VIRGIN ISLANDS FOU NDATION, WEbirk 13 P I: 48 CC i'ec.;;It:.r.211S • We. the undersigned natural persons ofthe age oftwenty-one years or more. all of tide residents of the Virgin Islands of the United whom are bona States, acting as incorporators of a be named J. Epstein Virgin Islands Foundation.Inc. corporation to . do adopt the following Articles for such corporation pursuant to the Nonprof ofIncorporation it Corporations Law of the Virgin Title 13, Sections 491 et seq. of the Virgin Islan Islands (Chapter 3. ds Code), as the same may be to time, do make and file these Articles of amended from time Incorporation in writing and do cert ify: ARTICLE The name of the corporation (hereinafter refe rred to as the "Corporation") is VIRGIN ISLANDS FOUNDATION, INC J. EPSTEIN . ARTICLE JI The principal office of the Corporation in the Virgin Islands is located at 41.42 St. Thomas. Virgin Islands. and the name of the Kongens Cade. resident agent of the Corporation at Paul Hoffman. that address is ARTICLE III A. The Corporation is organized exclusively for charitable. educational and scientifi within the meaning of section 501(O(3) of the c purposes Internal Revenue Code ot'1986 (or provision of subsequent tax law). Not the corresponding withstanding any other provision of Corporation shall not carry on any activitie these Articles. the s not permitted to be carried on exempt from federal income tax under (1) by a corporation Section 501(c)(3). or (ii) by a corp which are deductible under Sections 170 orat ion. contributions to ieft2). 2055(as(2). 2106(ail 2)(A 2522)1(21. ii). 25221a821 or 13. No part of the net earnings °lute Corpora tion shall inure to the benefit of any The Corporation shall. however. be authoriz individual. ed and empowered to pay reasonab sea ices rendered and to make payments in le compensation for furtherance of its purposes. The un propaganda or otherwise attempt to influ Corporation may corn ence legislation hut only to the exte Internal Revenue Code. The Corporation nt permitted by the shall not participate in. or inte publishing or distributing of statements). rvene in (includine the any political campaign on behal candidate for public office. furor in opposition to any SDNY_GM_00062695 CONFIDENTIAL - PURSUANT TO FED. R.ckall(fIDENTIAL DB-SDNY-0025520 EFTA_00I 73203 EFTA01298351  Articles of Incorporation Page 2 ARTICLE IV The member of the Corporation shall be Jeffrey E. Epstein or such person or entity as he shall designate in writing. ARTICLE V A. The Corporation shall be managed by a Board of Trustees which may further delegate management responsibilities to the officers ofthe Corporation. Thenumber ofTrustees constituting the Board of Trustees is three. The number of Trustees may be increa sed or decreased from time to time by amendment to the By-laws. but in no event shall the number be less than three. B. The names and addresses of the initial Board of Trustees are as follows: Paul Hoffman Jeffrey Epstein 6100 Red Hook Quarter. Suite B-3 American Yacht Harbor St. Thomas. VI 00802 Jeffrey Schantz 6100 Red Hook Quarter. Suite B-3 American Yacht Harbor St. Thomas. VI 00802 C. Trustees shall be elected by the member as specified in the By -Laws. Any vacancy occurring in the Board of Trustees upon the death. resignation, expiration of term of office, or removal of any Trustee. or as a result °fan increase in the number of Truste es. shall be filled by a majority vote of the remaining members of the Board of Trustees then in office under procedures specified in the By- Laws. D. The names and addresses of the initial Officers of the Corpo ration arc as follows: President Jeffrey Epstein 6100 Red Hook Quarter. Suite B-3 American Yacht Harbor St. Thomas. VI 00802 SDNY_GM_00062696 CONFIDENTIAL - PURSUANT TO FED. R.QQN(E IDENTIAL DB-SONY-0025521 EFTA_00I 73204 EFTA01298352  Articles of Incorporation Page 2 ARTICLE IV The member of the Corporation shall be Jeffrey E. Epstein or such person or entity as he shall designate in writing. ARTICLE V A. The Corporation shall be managed by a Board of Trustees which may further delegate management responsibilities to the officers of the Corporation. The number of Trustees constituting the Board of Trustees is three. The number of Trustees may be increased or decreased from time to time by amendment to the By-laws. but in no event shall the number be less than three. B. The names and addresses of the initial Board of Trustees are as follows: Paul Hoffman Jeffrey Epstein 6100 Red Hook Quaver. Suite B-3 American Yacht Harbor St. Thomas. VI 00802 Jeffrey. Schantz 6100 Red Hook Quarter. Suite B-3 American Yacht Harbor St. Thomas. VI 00302 C. Trustees shall be elected by the member as specified in the By-Laws. Any vacancy occurring in the Board of Trustees upon the death. resignation. expiration of term of office. or removal of any Trustee. or as a result of an increase in the number of Trustees. shall be filled by a majority vote of the remaining members of the Board of Thistees then in office under procedures specified in the By - Laws. D. The names and addresses of the initial Officers of the Corporation are as follows: President Jeffrey Epstein 6100 Red Hook Quarter. Suite B-3 American Yacht Harbor St. Thomas. VI 00802 SDNY_GM_00062697 CONFIDENTIAL - PURSUANT TO FED. R.CON(F IDENTIAL DB-SONY-0025522 EFTA_00173205 EFTA01298353  Articles of Incorporation Page 3 Vice President Jeffrey Schantz 6100 Red Hook Quarter. Suite B-3 American Yacht Harbor St. Thomas, VI 00802 Vice President Secretary Jeffrey Schantz 6100 Red Hook Quarter, Suite B-3 American Yacht Harbor St. Thomas, VI 00802 Treasurer Jeffrey Epstein 6100 Red Hook Quarter. Suite B-3 American Yacht Harbor St. Thomas. VI 00802 Assistant Secretary Assistant Treasurer E. The officers of the Corporation shall be elected at an annual meeting oldie Board olTrustees on a date to be specified in the By-Laos. ARTICLE VI The corporation is to have perpetual existence. ARTICLE NM .-11te-initial 13y—bows-of theCorpomtion-shall be adopted by. the Boird of Traireenlaiiiiii -- alter. amend or repeal the By-Laws or adopt new By-Latins. SDNY_GM_00062698 CONFIDENTIAL - PURSUANT TO FED. R.QPN(F IDENTIAL DB-SONY-0025523 EFTA_00I 73206 EFTA01298354  Articles ofIncorporation Page 4 B. In the event of the dissolution or final liquidation of the Corporation: (I) None of the property of the Corporation nor any proceeds thereof shall be distributed to or divided among any of the Trustees or officers of the Corporation or inure to the benefit of any individual. (2) After all liabilities and obligations of the Corporation have been paid. satisfied and discharged. or adequate provisions made therefor, all remaining property and assets ofthe Corporation shall be distributed for an exempt purpose or for public use in accordance with section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of subsequent tax law) and the regulations issued thereunder. ARTICLE VW The names and addresses ofthe persons who are the incorporators of the Corporation areas follows: Barbara Mignon Weatherly Paul Hoffman Jeffrey Epstein 6100 Red Hook Quaner. Suite B-3 American Yacht Harbor St. Thomas. VI 00802 ARTICLE IX The amount of indebtedness to which the Corporation may be subject is unlimited. • ARTICLE X • The articles of incorporation may be amended when authorized by a vote of two-thirds of the members comprising the membership at' this Corporation. given at a meeting. or by the I.sritien consent of all the members without a meeting. SDNY_GM_00062699 CONFIDENTIAL - PURSUANT TO FED. R.QQFNI(F IDENTIAL DB-SONY-0025524 EFTA_00I 73207 EFTA01298355  Articles of Incorporation Page 5 IN WITNESS WHEREOF we have made, signed and acknowledged these Articles of Incorporation this/ day of ifta_ 2000. BARB Mt ON THE PAUL OFF AN JEkFREY EPSTEIN TERRITORY OF THE VIRGIN ISLANDS ) Ss: DIVISION OF ST. THOMAS & ST. JOHN ) The foregoing instrument was acknowledged before me this /V day of 200C by Barbara Mignon Weatherly and Paul Hoffman. Notary Public Lfr . Notary noteMN STATE OF NEW YORK rhumba. John, tui. G( Mr corturossion axons 71 )ss: COUNTY OF Ne vqc, r k_ The foregoing instrument was acknowledged before me this J27 day of e 2000 by Jeffrey Epstein. Notary Public LAUREN Notary Public,J.State tnoWNTNER of No. 02KW6016686 New Yolk OuNIfled in New York County c;orfunfesion Expires November 30. 20 e a , SDNY_GM_00062700 CONFIDENTIAL - PURSUANT TO FED. R.CON(F IDENTIAL DB-SONY-0025525 EFTA 00173208 EFTA01298356