EFTA01253111.pdf

Deutsche Bank Private Wealth Management Corporate Account Authorization and Terms and Conditions Officer's Certificate Account Number. I ") otAit—I1.-u— trr. Vic_ :.the dulyiliceed and Sing _Sec sr e ft,ceni or Unwire, Inc itfte."Ceffierafiertz) ijesChY certifythat:. .(1) The following resolutions were milciimpd by unanimousconSent of thelterard of -Directors 'of the Corporation on the. It 4-k 'day of Sec, ,2O(3 RESOLVED, that any persons designated by tfid ere Sk etLe_tAir re of the tOrporatice are arithorized on behalfel if* Cerporihon (A) Open and maintain one or more brokerage eccount(s) for and in the name of the Corporation at Deutsche Bank Securities Inc. (referred to herein as -DOSI") (including any successor thereof): (Et) Deposit. deliver, assign, withdraw and transfer funds. insuurnents and securities of any type; (C) Sell any securities owned by the Corporation; (DI Buy any securities in a cash account: and (O Buy. sell and sell seventies (including put and call options) short in a margin account and (DELETE (E) IF INAPPLICABLE) (F) Execute all documents. and exercise and direct the exercise of al duties. rights, and powers, and take all actions necessary or appropriate to perform the powers enumerated above. . g FURTHER RESQWED. that the) ee- e S f Ore .1-x-4— ;oi the 4rporThidon shelf certify in writing any changes in ihei 'powers, office Or identity at those pylons authorized to perform the powers enumerated, above. DESI may rely upon any such certificate of authority furnished by the Corporation untl written certification of any change in authority shall have been received by 0851 Any past action in accordance with this resolution is hereby ratified and confirmed. The powers enumerated above pertain to securities of any type now or hereafter held by the Corporation in its own right or in any fiduciary capacity. Powers previously certified by the Corporation shell not be affected by the dispatch or rece(pt of any other form of notice nor any change in the position with the Corporation held by any person so empowered. My officer of the Corporation is hereby authorized to certify these resolutions to whom it may concem. (2) Each of the blowing are 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 a • rate position) re Position. flame Position Signature Signature Name Position Name Position Signature Signature Deutsche Bank Securities Inc., a subsidiary of Deutsche Sank AG, conducts investment banking and WallitiPS actrvifies in the united stet 09-12Whe0186 Coco Acct Auth & Tee (02/12) CORP 006420 022212 SDNY_GM_00038722 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) CONFIDENTIAL DB-SDNY-0001546 EFTA_00149331 EFTA01253111  (3) ..The COrtoiqkok.), duly, gegen(*) and extritiki •1L. J.S. toy, 2-4,And has theikowask to Wink; ;actions sukbprIzpny the reeWtitfono otttifieciitcfroki. (4) No action has been taken to rescind or amend said resolutions. and they are now in fug force and effect. (5) No one other than the Corporation shell have any interest in any account opened and maintained in the name of the Corporotion: MI THE TERMS AND CONDITIONS ON THE NEXT TWO PAGES CONTAIN A PRE-DISPUTE ARBITRATION CLAUSE AT PARAGRAPH 11. IN WITNESS WHEREOF. I hove Amino Biked my hand and the seal of the Comoration:this? U. 'day of..Ce+. bar 13 SEAL 'MC ›et‘NA 444, • 4kiiat99).0i .ortigiP9 150 0?i. *wilco( Certifying Officer' VC—.4alir^ 44 1(9411*s 040 1/liplike! Slane 0044: (Ckk oilikIrtifikitI.ktffikei SI) 5k1Plf.(40)(kikkitihkilift;Ctr ik9ke 00 0).P.erkors listed in, section 2. Signature of Second Certify/Wig Officer Nome of Second Certifying Officer Corporate Tale of Second Certifying Officer IF THE CUENT IS INCORPORATED OUTSIDE THE UNITED STATES. THE CLIENT MUST COMPLETE AND RETURN A FORM W-B ALONG WITH THIS OFFICER'S CERTIFICATE 09-swM 0186 Coto Acct Authal&C 07/121CORP 006420.022212 SDNY_GM_00038723 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P 6(e) CONFIDENTIAL DB-SDNY-0001547 EFT/t00149332 EFTA01253112  Terms and Conditions Corporate Accounts Deutsche Bank Securities Inc. (referred to herein as -rest- ) accepts the Account of the client descnbed in the attached certificate (the 'Client"). The term 0851 includes its affiliates, officers, dimmers, agents and employees. Client undernande that Pershing LLC is the earner of the Account as cleanng broker pursuant to a clearing agreement with DBSI. Deutsche Bank Securities Inc. is a subsidiary of Deutsche Bank AG. As used herein, the term 'affiliate of Deutsche Bank" or "Deutsche Bank athletes- means Deutsche Bank AG and its anbsidiaries and affiliates. Each of Deutsche Bank AG and its affiliates is a separately intorporated legal entity. none of Mich is responsible for the obtgations of the others. "Securities and Other Property" shall include, but shalt net be limited ro, money end securities, financial instruments. commodities of every kind and nature, and all contracts and options relating to any thereof, owned by the Client or in which the Client has ao interest. These torme and conditions shall be construed in accordance with the laws of the State of New York and the United Stales, as amended. By opening the Account. Client agrees to the following terms and conditions: 1. Confirmations, and Transmission of Instructions Client agrees to notify 0851 in writing, within ten (10) days of sending Client a confirmation. of any abjection Client has to any transaction in its Account. In the absents of such written notification, Client egress that all transactions for its Accboet will be final and binding el it. Chant understands that it is responsible for transmission of instructions to DBSI and that Client bears the risk of loss rinsing from the method of transmission that Client uses in the event of transmission IMMO., misunderstandings. impersonshorts, transmission by unauthorized persons or forgery. Chant egrcee to release and indemnity 0851 from any end al liability arising from the execution of transactions based on such instructions except if DBSI's gross negligence caused the transmission error. 2. Cash Account With respect to the Account: Ii) Client will make full cash payment on or before settlement dale for each security purchased, unless funds aufficient therefor are already held in the Account. (ii) Client does not contemplate selling any security before it is paid for as provided in the precedng clause; (iii) Client will own each security sold et the time of sale and, unless such security is already held in the account. will promptly deliver such secunty thereto on or before settlement date; and (iv) Client will promptly make full cash payment of any amour t tut moy become due in order to meet necessary requests for additional deposits or, with respect to any unissued security purchased or sold, to mark to the market. 3. Short and Long Orders; Deliveries and Settlements Client agrees that in giving orders to sell. all "short- sales wAl be designated by it as "short' and all other sales will be designated by DBSI as long Client mho agrees that DBSI may, at its cleclation immoderate cover any sixty sales in the Amount, without pt.* notice. In one of non- delivery of a security, 0851 is authorized to purchase the security to cover Client's position and charge any loss. commissions and fees to the Account. Cleat agrees that if 0851 fails to receive payment for securities Client has purchased, DBSI may, without price demand or notice, sell those secur lies or other pro arty herd by DBSI in the Aceeont sad any lees resting thinefearn will he charged to the Account. Client authorizes 08.51, at its discretion. to request and obtain extension(s) of Ckent's time to make payment for securities Client purchased. as provided for by Federal Reserve Bank Regulation T. 4. Liens Client hereby grants to DBSI and its Affiliates a security interest in and lien upon all Securities and Other Property in the possession or control of DEISI. any of its Affiliates re Pershing, in whico Clime his art interest theld individually. piney or othenvlee) (collectively elesuch Securities end Other Property are referred to herein as 'Collatera) in order to secure any and ell indebtedness or any other obligation of Client to ()BSI and its Affiliates or Pershing (Provided that such indebtedness or obligation to Pershing arises in connection with this Agreement) (collectively, all such obligations are referred to einem as the "Obligallonel. Clients who are joint aecnontht (dere I - Joint Accountholders") acknowledge end agree that pursuant to this lien, the Collateral shall include Securities and Other Property held in the Account or any other account held by either Joint Accountholder with 0851 or its Affiliates (whether individually, jointly or otherwise) end shell secure arty and all Obligations of each Joint Accountholder to 0851 and its Affiliates. D851 (or Pershing. at 0851's instruction) may, at any time and without prior notice, sell, transfer, release. exchange, settle or otherwise dispose of or deal with any oral such Collateml in order to satisfy any Obligations. In enforcing this lien, DBSI shall have the discretion to determine which Securities and Other Property to apply for the purposes of the foregoing. Notwithstanding the foregoing. nothing herein shall be deemed to grant an interest in any Account a assets that would give rise to a prohibited transaction under Section 4975(c) ORB) of the internal Revenue Code of 1986, as amended, or Section 4061aeielai of the Employee Retirement Income Security Act of 1974, as amended. Securities and Other Property held in Client's retirement account(s) maintained by DEISI, which may include IRAsor qualified plans, are not subject to this lien and such Securities and Other Property may only be used to satisfy Client's indebtedness or other obligations related to Client's retirement accounqs). 5. Authority to Benoit. In case of the sale of any security or other property by DBSI of Client's direction and 0851's inability to timely deliver the same to the purchaser by reason of Client's failure to supply DIKS1 therewith. Client authorizes D851 to purchase or borrow any security or other property necessary to make the required delivery, and Client agrees to be responsible for any loss or cost. including interest. which 0851 sustains as a result of Client's failure to make delivery to DEISI B. Interest Charges Client acknowledges mat debit balances in the Account. including, but not Wilted to, those arising from Its failure to maim payment by settlement date for securities purchased, will be charged interest at the then current rate, in acctudance with OBSes umual custom. Interest will be computed on the net daily debit balance, which is computed by combining all debit balances end credit balances in each account with the exception of credit balances associated with short security peutions. 7. Credit Information and Investigation Client authorizes DBSI to obtain reports concerning its credit standing and business conduct at DBSI's discretion. Client also authorizes DBSI and any affiliate of Deutsche Bank, including, without Imitation, Deutsche Bank AG, to share among such affiliates such irdnrrnanen and any other confidential information DBSI and such affiliates may have about Client and the Account. 09 PWM 0188 Corp Acct Auth a 'K (02/12) CORP 036400.022212 SONY_GM_00038724 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) CONFIDENTIAL DB-SDNY-0001548 EFFA_00149333 EFTA01253113  • 8. Satisfaction of Indebtedness Client agrees to satisfy. upon demand. any indebtedness. including any interest and commission cbarges. Client krther agrees to pay the reasonable costs and expenses of collection of any amount it owes OBSI, including reasonable attorney's fees and court costs. Client agrees that 08SI and its clearing broker have the right to collect any debit balance or other obligations casing in Clint's Account. and that Such rights may be assigned to each other 9. Loan or Pledge of Securities and Other Property Within the limitations imposed by applicable law, all Securities and Other Property now or hereafter held, carried, or maintained by DB51 in its possession that have not Pace fully paid for, may be loot, either to (*Sloe to others, pledged, and roniedged by D8S1. without notice to Gent Client understands that while securities held for its Account are loaned out. Client will lose voting rights attendant to such securities. 10. Aggregation of Orders and Average Prices Client authorizer. 0851, st its antiunion. to aggregate orders for the Acceunt with other customer orders. Client recognizes that in so doing. it may receive an average price for its orders that may be different from the priceis) it might have received had its orders not boon aggregated. Client understands that this practice may also result in its oroers being only pettish). completed. 11. Arbitration - This section ol the Agreinnent contains the predis trete et bitreamo aurcement between tin. By sleeting this Agretntrant, we swam as follows: lil All parties to this Agreement we giving up the right to sue each edger in court. Including die tight to a trial by jury, except es provided by the rules of the arbitration forum in which a claim is filed; till Arbitration mania ere generally final sod buidihg. A potty's ability tu have uraoun niece or merely an erbloaroe °nerd is vary limited; tail The *betty of dui pertieS to obtain tkroments, witness statement end other discovery is generally limited in esietrati0n no cemented to court prooeedngs; IM The arbitrators do not have to explam the ream:nes) for their award. unless, In en eligible case, a taint mental for an explained decision has been submitted by all parties to the panel et beat twenty 120) days prior to the first hearing date; (v) The papal 01 arbtlettors will typically include a 'minority of arbitrators who were or are affiliated with the securities industry; (vi) The miss of some arbitration forums may impose time limits for bringing a claim In arbitration. In some cases, a claim that is ineligible for arbitration may be brougid in tomb and bill The rule, of the steatration forum In which the claim is filed, end any amendments thereto, shell be Incorporated Into this Agreement. - Client agrees to arbitrate wish 0891 any controversies which may arise, whether or not based on events occurring Prier to the date of this agreement,including any controversy arising out of or relating to any account with 01351, to the construction, performance or breach of any agreement, or any day arising from any agreement or other relationship with DB51. or to transactions with or through DB51, only before the Financial Industry Regulatory Authority, Inc., or any exchange of which 0851 is a member, et Client's election. Client agrees Mat Client shall make Client's election by registered mail to Deutsche Bank Securities Inc.. Compliance Department - Attention: Director of Compliance. 60 Wall Street, 23rd Floor, Mail Stop NYC80-2330. New York, NY 10005-2836. If Client's election is not received by 0851 within ten (101 calendar days of receipt of a written request from 0851 that Client make an election, then 0851 may elect the forum before which the arbitration shall be held. - Neither 0851 nor Client waive any nght to nook nquiteeleareef pending arbitration. No person shad tiring a putative or certified aces action to arbitration, nor seek to enforce any pre-dispute arbitration agreement against any Wien who hss named in court a Putative class lichen or who is a member of a putative doss who has not opted out of the class with respect to any claims encompassed by the putative class action until (il the class certkication is dented; or Pi) the class is decerutied; or (iii) the customer is excluded from the class by the court. Stied forbearance to enforce an agreement to arbitrate shell not constitute a waiver of any rights under this agreement except to the extent stated herein. Important Disclosures for Your Records Deutsche Bank Securities inc. "0851" is fuemehing this document to you to siert you Unimportant matters regarding your account. Securities Investor Protection Corporation l'SIPC") Securities held by our Clearing broker, Pershing LLC, for your account ere protected up to the total net equity held In the account. Of this total, SIPC provides 5500000 of coverage. including $100,000 for claims for cash awaiting reinvestment The remaiolug coverage is provided by Pershiog through a commercial insure. SIPC protection applies when the SIPC member fine through which you hold your investments fails financially and is unable to meet its obligations to securities clients, but SIPC protection does not protect against losses attributable to the rise and fall in the market value at investments A small number of client accounts are not carried on Pershing's books due to specific account factors. These accounts we covered under DB515 SIPC membership DBSI does not provide coverage in except et SIPC coverage. Certain investments, such as commodity futures contracts and currency, are ineligible for SIPC protection. For additional information on SIPC, see www.SlPC.org or can the SIPC public information number. 1202) 371-8300. Payment for Order Row DRAB receives payment when its ranee for execution certain orders in mien securities. The determination as to where to mote orders is based on Several factors, consistent with 0851's obligation to provide best execution for es client orders. Because several factors are considered with respect to such determinations. 0851 could potentially secure price improvements on Such orders by routing them in a different manner and all such orders potentially could be executed at prices superior to the best red or belt Offer. Payment Is received by 0851 in the form of rebates. or credits against exchange fees, and specialist fees. Details will be furnished upon written request. 03-PWM-0188 Corp Ana Auth & T&C (0 n2) CORP 008420-022212 SONY_Gel_00038725 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) CONFIDENTIAL DB-SDNY-0001549 EFTA_00 49334 EFTA01253114  30-774 -21339 PALI. HOFFMAN PC esizoneft3 IV 2 e . .7 ARTICLES OF INCORPORATION OF SUPERS, NC. We, the undersigned, for the purposes of associating to.establish a corporddpn for the transaction of the business and the promotion, and conduct of the objects and purposes hereinafter state&tiiider thepröviSioris ritidiitbject rolherequirentents of the laws of the Virgin Islands of the United States (hereinafter called the VirgidIslands), and particulady the General Corporation Law of the Virgin Islands (Chapter 1,,Title )3, Virgin Islands Code),as the same may he amended from time to time, do make and file these Articles of Incorporation in writing and do certify: OCTICLitt The name of the corporation (iereinafter termed %3ris.the "oorporation") is .JEEPERS, NC. Air 47 ARTKLE'll ••• The principal office of the corporation In the, Virgin Wands is located at 41.42 Kongens (lade, St. Thomas, VI, and the name of the reSideht agont of the corporation at that, address is Barbara Mignon Weatherly. MinCLE •N Rr Without limiting in any denser the scope and generality of the.allowable functions of the coiporation, it is hereby proviftedthat the corporation shall have the following purposes, objects and powers: ta.. 1. To engage in any lawful unclertalcing or basiness. 2. To, engage in any commercial, industrial, agricultural, marketing, transportation, or service activity, business, or enterprise calculated or designed to be profitable to the corporation. 3. To design, develop, manufacnitt, construct, assemble, install, repair, maintain, prcpare and compound •azid to buy, sell, import, export, and olhenise deal in commercial, industrial, agricultural, or other instruments, appliances, tools, machinery, equipmern, parts, supplies, acceSsories, devices, preparations, compounds, and articles, and goods, wares, and merchandise of every kind; to maintain aiid operate laboratories and testirig.faeilities of even kind and to canyon the business of analysts, testers, examines, advisors, and technical consultants with j"...t to materials, equipment,and processes of every kind and to carry on research. and experiments with respect thereto. SON Y_GM_00038726 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001550 EFTA_00149335 EFTA01253115  09,29/2603 12:20 240-774-2039 PALL FEECMAN PC PAGE ilt1 Articles of Incorporation Page 2 I 4. TO Require, hold, maintain, encloperate such plants, workshops,i Offices, buildings, equipment, vehicles, and stores, conduct of the business herein refe vessels as may be desirable~ for the proper rred to, and to do and perform every othe may be legally performed by &corporation r act that engaged in such busiiteis. 5. To apply for, acquire, register, use, hold, sell, assign, or otherwise dispose of (eith absolutely or by Way of lease, mortgages, er pledge, or license), to grant licenses with respect to and otherwise turn to' ccount any letters. aient of thelJnijed States any &reign country, or 'pending' or of applications therefor, and any inventio improvements, devices, trade secretsc ns, tornuthie,proccsses, trademarks, trade names, lanmds, labels, copyrights, and pritil ligp and tiripight, title, or interest oiereih. 6. To purchase, or otherwise acqu iscoaknby.devise, hold, own, mortgage, pled enjoy or otherwise twit to arAotilit, ge, sell, assign,. and transfer and to invest, trade, in goods. wares, and mere anise, and real and pers and deal onal property oft very kind. 7. To acquire, all or anypart oflbe good will, rights, property, AO business of person, firm, associatiOn,:or corpOration any and topay for the same in cash or in or bonds of this corpoifticirTefothenvise stock and to hnld or in any manner dispose whole or Any of tkpriaperty so purchased, and to of the therewith assume in connection IOW of any sucliperstan, conduct hair* Wfulltuumer in any plac finn, association, or corporation, and to e the whok or any part of the business acquired. thus 8. To. purchase, hold, sell, assign,. transfer, mortgage, pledge, or otherwise the shares of the capital stock: of, or dispose of any bonds; securities, or evidence s of indebtedness created by any other tom-o ration or oorporations of the Virgin Islan or any Other jurisdiction and, !Met ds owner of such atocks, bonds, securitie evidences of indebtedness, to . exercise all s, or the rights, powers and privileges of ownership, including the right to vote any stock thus owned. 9. To bombes or raise money to tiny amount permitted by law by the sale or issue of bonds, notes, debentUres; or other obli gations of any kind and to secure the same by mortgages or other lions upon any and all of the property of every kind .of corporation. the 10. To enter into and carry out any cont racts including entering into joint partnerships, limited or general, as limi ventures or ted or general partner, or both, for or in SDNY_GM_00038727 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P 6(e) DBSDNY-0001551 EFTA_00149336 EFTA01253116  PAU. FPFFMAtl PC PACE, 35 trat2sizaes 12; aa 340- ra-2830 f Articles of Incorporation Page 3 f. telitticin to the fOregoing itusintss with any persint,npaittisocititi*eorpotationok gorgnitttent or governmental. agency. • - 14r---.40..honcluotitlisuslnessrin the'Virgintslands and elsewhere initlieVnited Statecsand :foieign^countries and to have ofgces witltinor ontside the Virght Islands and to hold, purchase, morigage,, and convey real- arid personal property Within or outside the Virgin Islands. 12, to do all and everything necessary, 'Suitable and proper foram accompliahnient of any of the purposes' r the attainment of any of the objects Or the exercise of any of the powers herein set fonh, eithet alone of in connection with other Anus, individuals; associations, or corpomtitins bitty. Virgin Islands and elsewhere in the United States end %*tgn couniskoCensittii do any other or things incidental or appurtenant to or 'growing 4 onieled with the said bpsinest, purposes, objects, and pOweis or any Ott 11)=.40 not inconsistent with the laws of the Virgin blandS„ and ticmm=1Se any :idkewcrs now or hereafter conferred enumerated • ilseren ornot :i Ilie.PuMoses, objects, se43fte/elooaeletlin this Article shall not be liMitedorrestricled l'by tiFelence. to the terms of any, other* bdivision or of any other Article of these Altioles of TiOtporation. ARTICLE w The total amber of shares of smelt which•lilts etirporition is authorized o issue is:-14Q0 shares a'comratiastock of no par value; no pieferie.stocleisautliorixet Ile minimum amount of capital with wbicb the corporation mil commence business is S1,000.00. V The name and place of residence of each of the persons forming the corporation are as follows: Barbara Mignon Wcalhody Mit SONY_GM_00038728 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. GRIM. P 6(e) DB-SDNY-0001552 EFTA JX) 149337 EFTA01253117  • Kirov pc 1•ACt tgb 340-774- 2030 PAUL. 09/29/2003 12:28 Articles ofincorporation Page 4 Ena Simon Mary R. Weber ARTICLE E The corporation is to have perpetual existence. t, The corporation is to be unlimited in the amottatofindebtedness towhich it shall at any time be subject. . mir ARTtazinu For the management of the business safes thoCondtiet Of the affairs of the corporation, and in further creation, definition, liotatititith 't kiegtilation of the powers of the corporation and of its directors and stoekholdersifit isttuther provided: 1. The number ;:ifidirentots of the to/potation shall be fixed by, or in the manner provided in the By-lsty.,va, but in no case shalt the :number be less than three. The directors need not be Stockholders, 2. In furtherance and nOt in limitation of the powers conferred by thc laws of the Virgin Islands. add subject at all times to.the provisions thereof„the Board. of Directors is expressly authorized and empowered: a) ' Subject to the right of a majority of the stockholders -to amend, repeal, alter or modify the By-i-aws at any regular meeting, or at any special meeting called for such purposes, to make, alter and repeal By-Laws, not inconsistent with any existing law, feting or altering the management of the property of the corporation, the governing of its affairs, and thc manner of certification and transfer of its stock. b) To authorize and issue obligations ofthecmporation, secured and unsecured, to include thereio such proVisious is to redeentability,.convenibility or . t • • SONY GM 000311729 CONFIDENTIAL DB-SDNY-0001553 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) EFTA_00149338 EFTA01253118  • esnsmea 12:28 'AO-774-2830 PAUL 1-19nPAN PG PAGE 07 Articles of Incorporation .1 Page 5 otherwise, as the Board of Directors in its sole discretion to authorize the mortga may determine and ging or pledging of, and to executed mortgages and lien aut horize and cause to be s upon persona; including after acquire any property of the*corporation, real or d property. c) To determine whether any, and, if any, what pan of the net corporation or of its net ass profits of the ets in excess of its capital sha dividends and paid to the stoc ll be declared in kholders, and to direct and det and disposition thereof. ermine the use d) To contract in the name of; thf c.oipor;tilon with individual Board of Directors in their. members of the individual capacity or as represent .1 firm, association or corporatio atives of any n. e) To sell or otherwise .dispos e of the real or personal corporation_ property of the r. 0 To set apart a reserve Preserves , and to abolish such reserve or to make suchtatlietttkovisio reserves, or ns, if any, as the Board of Dir necessary or advisable for ectors may deem working capital, for additions, imp betterments to plant and equipm rovements and ent, for expansion of the busine corporation (inducting the acquiii ss of the tion of reel and personal proper purpose) /aid £or,any other purpos ty for this e of the corporation. .10 g) To establish honus, profit- sharing, pension, thrift and other compensation or refitment plans for types of incentive officers and employees who ace the officers and employees (includ , also directors) of the corporatio ing the amounts of profits to be n and to fix distributed or shared or con amounts of the corporation's tributed and the funds otherwise to be devoted determine the persons to participat thereto and to e in any such plans and the their respective participation amounts of . h) To issue, or grant options for the mupose of shares of stock of the to officers and employee corporation s (including officers and emplo directors) of the corporation and yees who are also on such terms mid conditi of Directors may from time ons as the Board to time determine. To enter into contracts for the management of the business of the