EFTA00599517.pdf

FAMILY ENTITIES FOR WHICH EILEEN ALEXANDERSON HAS AUTHORITY TO ACT ENTITY/OWNERS PERSONS AUTHORIZED PERSONS WITH AUTHORITY GRANTED CURRENT ACTIVITIES TO ACT - GOVERNING DELEGATED ON BEHALF OF ENTITY INSTRUMENTS AUTHORITY AS Holdings Ltd. Director. PAST LLC Board of Directors manages the company. Eileen signs as needed. She has the authority to transfer Member: PASI LLC Officers: Officers have the powers delegated to them by the Board. funds. President: Eileen Alexanderson Secretary: Codan Services Ltd. Avioneta Holdings Manager: unknown Note: We have no incorporation documents and no John J. Hannon signed a LLC documents setting forth the powers of the directors and Promissory Note dated Officers: officers. 8/31/11 as "President and a Members: unknown President: John J. Hannan Member." The structure chart shows the members as Leon D. Black (50.1%) and Debra R. Black (49.9%). BJAV Marine Ltd. Director: Eileen Alexanderson Directors manage the company. Eileen handles the VAT Declarations (she works with Shareholder: Arcadia Officers: Moo Moore Stephens and SOS Nominees Ltd. Secretary: Arcadia Secretaries Yachting on this), charter (nominee for Leon D. Ltd. contracts, insurance, Pensum Black) (Cayman Islands Co.) and banking/payments. Black Family Partners Limited Partners: General Partner manages the property, business and Eileen is an "authorized LP Leon D. Black affairs of the partnership. transactor for the Bank of LBF Holdings LLC America bank account General Partner: Black Judah Investment Trusts K-O ending in 0135 in the name Family GP LLC Black Family 1997 Trust of Black Family Partners, Leon D. Black Investment " (per 1/8/15 letter re: Trust A Sustainable Woodlands Fund Trusts for each of the children II. LP). u/a/d 11/30/92 Trusts for each of the children u/a/d 8/1/88 AIF IV Management, Inc. 1 3/23/2015 4:21PM EFTA00599517 FAMILY ENTITIES FOR WHICH EILEEN ALEXANDERSON HAS AUTHORITY TO ACT ENTITY/OWNERS PERSONS AUTHORIZED PERSONS WITH AUTHORITY GRANTED CURRENT ACTIVITIES TO ACT GOVERNING DELEGATED ON BEHALF OF ENTITY L BV70 LLC INSTRUMENTS Manager. Debra R. Black AUTHORITY Eileen Managers manage the company. If more than one Eileen has banking authority. Alexanderson manager is serving, they must act unanimously. Member: Leon D. Officers: (Note: All family vehicles Black Andrew Messinger Officers are authorized to perform such actions for and have recently been registered President: Debra R. Black on behalf of the company as the Managers shall in the name of BV70 LLC.) Vice President: Leon D. Black determine. Secretary and Treasurer: Delegations. Each of Eileen Alexanderson and Andrew Eileen Alexanderson Messinger is an "Authorized Person" pursuant to an Action of Manager dated 6/25/14 with authority to act in connection with purchasing or leasing real or personal property, banking, investment and administrative transactions, and any transactions necessary to implement any decision made by the Manager, and to act on the written or oral instructions of the Manager. Donalbane House Manager: Benjamin E. Black Eileen Managers manages the company. If more than one Eileen handles bill paying for LLC Alexanderson manager is serving, they must act unanimously. Donalbane House and Officers: contracts for construction Member: Benjamin Officers are authorized to perform such actions for and President: Benjamin E. Black projects. Black 2010 Trust on behalf of the company as the Managers shall Vice President: Debra R. Black determine. Secretary and Treasurer: Eileen Alexanderson Delegation. Eileen Alexanderson is an "Authorized Person" pursuant to an Action of Manager dated 8/6/14 "with authority to act in connection with purchasing and leasing property (including 60 West I 1th Street), banking, investment, real estate and administrative transactions, and any transactions necessary to implement any decision made by the Manager, and to act on the written or oral instructions of the Manager. 2 3/23/2015 4:21 PM EFTA00599518 FAMILY ENTITIES FOR WHICH EILEEN ALEXANDERSON HAS AUTHORITY TO ACT ENTITY/OWNERS PERSONS AUTHORIZED PERSONS WITH AUTHORITY GRANTED CURRENT ACTIVITIES TO ACT - GOVERNING DELEGATED ON BEHALF OF ENTITY INSTRUMENTS AUTHORITY Elysium Management Managing Directors: Leon D. If majority of the Managing Directors have approved. Eileen handles various LLC Black. Brad Wechsler each Managing Director may take all actions on behalf of contracts and payments. the company. No prior approval required if actions are Member: Leon D. Officers: purely ministerial and administrative in nature. Black President: Leon D. Black Officers may take any and all actions (including engaging Vice President: Debra R. Black in banking transactions, executing, delivering and Secretary and Treasurer: performing any and all contracts, agreements, certificate. Eileen Alexanderson undertakings or other documents or instruments) and do any and all things necessary, desirable, convenient or incidental to carry on the business and purposes of the Company. Friends Ventures Members: Leon D. Black and Eileen Members, acting unanimously, manage the company. Eileen handles funds LLC Ronald S. Lauder Alexanderson transfers. Delegation. Eileen Alexanderson is an "Authorized Members: Leon D. Person" pursuant to Resolution by Consent of the Black and Ronald S. Members 10/16/14 with authority to act in the name and Lauder on behalf of Friends Ventures "in connection with bankin transactions." JMWT Ltd. Directors: Leon D. Black, Directors manage the company. Debra R. Black and Eileen Wholly owned Alexanderson subsidiary of JMWT Midco Ltd. JMWT Midco Ltd. Directors: Leon D. Black and Note: We have no incorporation documents and no Eileen Alexanderson documents setting forth the powers of the directors. Wholly owned Directors are listed in the Report and Financial subsidiary of JMWT Statements for the period ended 30i' June 2013. Topco Ltd. 3 3/23/2015 4:21PM EFTA00599519 FAMILY ENTITIES FOR WHICH EILEEN ALEXANDERSON HAS AUTHORITY TO ACT ENTITY/OWNERS PERSONS AUTHORIZED PERSONS WITH AUTHORITY GRANTED CURRENT ACTIVITIES TO ACT - GOVERNING DELEGATED ON BEHALF OF ENTITY INSTRUMENTS AUTHORITY JMWT Topco Ltd. Directors: Leon D. Black and Note: We have no incorporation documents and no Eileen Alexanderson documents setting forth the powers of the directors. Wholly owned Directors are listed in the Report and Financial subsidiary of JMWT Statements for the period ended 30ih June 2013. Acquisition LLP LDB 2011 LLC Manager: Barry J. Cohen Eileen Managers manage the company. If there are two Eileen handles funds Alexanderson managers, they must act by unanimous consent. If there transfers. Members: BEB 2011 Officers: are more than two managers, they must act by majority. Trust, .IMB 2011 Trust, President: John J. Hannan ASB 2011 Trust and Officers are authorized to perform such actions for and VRB 2011 Trust Vice President: Richard on behalf of the company as the Managers shall Ressler determine. Treasurer: Barry Cohen Delegation. Eileen Alexanderson is an "Authorized Secretary: Eileen Person" pursuant to an Action of Manager dated 6/30/14 Alexanderson with authority to act in connection with banking, investment and administrative transactions, including any transactions necessary to implement any decision made by the Managers and to act on the written or oral instructions of any one Manager. LDB 2014 LLC Manager: Barry J. Cohen Eileen Managers manage the company. Eileen handles funds Alexanderson transfers. Member: LDB 2011 Officers: Officers are authorized to perform such actions for and LLC on behalf of the company as the Managers shall President: John J. Hannan determine. Vice President: Richard Ressler Delegation. Eileen Alexanderson is an "Authorized Person" pursuant to an Action of Manager dated 6/5/14 Treasurer. Barry J. Cohen with "authority to act in connection with banking, Secretary: Eileen investment and administrative transactions, including any Alexanderson transactions necessary to implement any decision made by the Managers and to act on the written or oral instructions of any one Manager. 4 3/23/2015 4:21 PM EFTA00599520 FAMILY ENTITIES FOR WHICH EILEEN ALEXANDERSON HAS AUTHORITY TO ACT ENTITY/OWNERS PERSONS AUTHORIZED PERSONS WITH AUTHORITY GRANTED CURRENT ACTIVITIES TO ACT - GOVERNING DELEGATED ON BEHALF OF ENTITY INSTRUMENTS AUTHORITY LDB Warren Street, Manager: John J. Hannan Eileen Delegation. Eileen Alexanderson is an "Authorized LLC Alexanderson Person" pursuant to an Action of Manager dated 10/6/14 with authority to act in connection with the purchase, sale Member: APO2 or leasing of real or personal property (including the sale Declaration of Apartment #2350 at 101 Warren Street), banking, investment, real estate and administrative transactions, (Note: 101 Warren including transactions necessary to implement any Street apartment was decision made by the Manager and to act on the written sold in June 2015.) or oral instructions of the Manager. NY 70th Street CAM Manager: John J. Hannan Eileen Managers manage the company. If more than one Eileen handles townhouse LLC Alexanderson manager is serving, they must act unanimously. contracts and funds transfers. Officers: Members: Leon D. Rich Officers are authorized to perform such actions for and President and Vice President: Black and NY 70th on behalf of the company as the Managers determine. John J. Hannan Street LLC Secretary and Treasurer: Delegation. Eileen Alexanderson is an "Authorized (Capital Account Eileen Alexanderson Person" pursuant to an Action of Manager dated 9/4/14 Manager for NY 701° with authority in connection with purchasing real or Street LLC) personal property, banking, investment and administrative transactions, and any transactions necessary to implement any decision made by the Manager, and to act on the written or oral instructions of the Manager. Delegation. Rich is a an authorized person pursuant to an Action of Manager dated 9/4/14 with authority to act in connection with banking and administrative transactions not to exceed, in each instance, the sum of Fifty Thousand Dollars ($50,000), and any transaction necessary to implement any decision made by the Manager and to act on the written or oral instructions of the Manager. 5 3123/2015 4:21 PM EFTA00599521 FAMILY ENTITIES FOR WHICH EILEEN ALEXANDERSON HAS AUTHORITY TO ACT ENTITY/OWNERS PERSONS AUTHORIZED PERSONS WITH AUTHORITY GRANTED CURRENT ACTIVITIES TO ACT - GOVERNING DELEGATED ' ON BEHALF OF ENTITY INSTRUMENTS AUTHORITY NY 701° Street LLC Manager: John J. Hannan Eileen Managers manage the company. Eileen handles townhouse Alexanderson contracts and funds transfers. Member: APOI Officers: Officers are authorized to perform such actions for and Agreement on behalf of the company as the Managers shall President: John I Hannan determine. (Nominee for Leon D. Vice President: Black and NY 70th Eileen Alexanderson Delegation. Eileen Alexanderson is an "Authorized Street LLC) Person" pursuant to an Action of Manager dated 6/12/14 Secretary: Richard Ressler with authority to act in connection with banking, Treasurer. Barry J. Cohen investment, real estate and administrative transactions, including execution of purchase and sales agreements and any transactions necessary to implement any decision made by the Managers and to act on the written or oral instructions of any one Manager. Second Delegation. Eileen Alexanderson is an "Authorized Person" pursuant to an Action of Manager dated 6/12/14 with authority to act in connection with banking, investment, real estate and administrative transactions, including execution of purchase and sales agreements (including the purchase ofan interest in 19 East 70th Street) with respect to any transactions necessary to implement any decision made by the Managers and to act on the written or oral instructions of any one Manager and with authority to exercise the powers of the Capital Account Manager with respect to any Capital Account created pursuant to a split purchase agreement between the Company and Leon D. Black in connection with the purchase of19 East 701". Nominee Agreement dated 8/28/14: Leon D. Black and NY 70'h Street LLC authorize NY 70th Street LLC as Nominee to hold title to 19 East 70th Street property and Nominee agrees to act solely as agent and on behalf of Leon D. Black and NY 70'h Street LLC as beneficial owners.3/23/2015 4:21 PM 6 3/23/2015 4:21PM EFTA00599522 FAMILY ENTITIES FOR WHICH EILEEN ALEXANDERSON HAS AUTHORITY TO ACT ENTITY/OWNERS PERSONS AUTHORIZED PERSONS WITH AUTHORITY GRANTED CURRENT ACTIVITIES - TO ACT - GOVERNING DELEGATED ON BEHALF OF ENTITY INSTRUMENTS AUTHORITY PAT70 LLC Manager. Debra R. Black Eileen Managers manage the company. Eileen facilitated renewal Alexanderson lease and related transfer of Member: Debra R. Officers: Officers are authorized to perform such actions for and funds. Black on behalf of the company as the Managers shall President: Debra R. Black determine. Vice President: Debra R. Black Delegation. Eileen Alexanderson is an "Authorized Secretary and Treasurer: Person" pursuant to an Action of Manager dated 6/25/14 Eileen Alexanderson with authority to act in connection with leasing property. banking, investment, real estate and administrative transactions, and any transactions necessary to implement any decision made by the Manager, and to act on the written or oral instructions of the Manager. Phaidon Press Ltd. Directors: Directors manage the company. Directors must act by Eileen signs documents as a majority decision, and a majority decision is defined as a Shareholders: PLB director when needed. She Keith Fox, John Murphy, decision with not more than one director dissenting. LLC and JMWT LLC also handles funds transfers. Andrew Price, Deborah Aaronson, Emilia Terragni, James Booth-Clibbom, Eileen Alexanderson Officers: CEO and Chairman: Keith Fox Secretary: Jonathan Whale 7 3/23/2015 4:21 PM EFTA00599523 FAMILY ENTITIES FOR WHICH EILEEN ALEXANDERSON HAS AUTHORITY TO ACT ENTITY/OWNERS PERSONS AUTHORIZED PERSONS WITH AUTHORITY GRANTED CURRENT ACTIVITIES TO A(-7 - GOVERNING DELEGATED ON BEHALF OF ENTITY INSTRUMENTS AUTHORITY I SH Meadow Lane Manager: John J. Hannan Eileen Delegation. Eileen Alexanderson is an "Authorized Eileen signs contracts and LLC Alexandersun Person" pursuant to an Action of Manager dated 10/6/14 handles funds transfers. with authority to act in connection with purchasing, Member: APO2 Andrew Messinger leasing, maintaining and improving real or personal Declaration property, banking, investment and administrative transactions, and any transactions necessary to implement any decision made by the Manager, and to act on the written or oral instructions of the Manager. Delegation. Andrew Messinger is an authorized person pursuant to an Action of Manager dated 10/6/14 with authority in connection with purchasing, leasing, maintaining and improving real or personal property and administrative transactions in connection with the forgoing, and any transactions necessary to implement any decision made by the Manager or to act on the written or oral instructions of the Manager. 8 3/23/2015 4:21 PM EFTA00599524