EFTA00102190.pdf

IN THE SUPERIOR COURT OF THE VIRGIN IS DIVISION OF ST. THOMAS AND ST. JOHN Copy *********0********************* IN THE MATTER OF THE ESTATE OF JEFFREY E. EPSTEIN PROBATE NO. ST-19-PB- Deceased. ACTION FOR TESTATE ADMINISTRATION PETITION FOR PROBATE AND FOR LETTERS TESTAMENTARY COME NOW Petitioners DARREN IC INDYKE and RICHARD D. KAHN, Executors of the Estate of Jeffrey E. Epstein, by and through KELLERHALS FERGUSON KROBLIN PLLC, and petition this Honorable Court to grant the instant petition pursuant to V.I. CODE ANN. tit. 15, § 161 and Rule 3 of the Virgin Islands Rules for Probate and Fiduciary Proceedings. In support thereof, Petitioners state the following: 1) That Petitioners Darren K. Indyke and Richard D. Kahn ("Petitioners') are citizens of the United States of America and residents of Florida and New York, respectively. 2) The original Last Will and Testament of Decedent, dated August 8, 2019, which is attached hereto, appoints Petitioners as Executors of the Estate. 3) The Decedent, Jeffrey E. Epstein, died testate on August 10, 2019 in New York, New York, and was domiciled in and a resident of St. Thomas, Virgin Islands at the time of his death, as supported by the copy of Certificate of Death attached hereto.' 4) Decedent left certain assets in trust. 5) The Decedent died possessed of certain property within the Territory of the U.S. Virgin Islands and within the jurisdiction of the Court as herein described: The original death certificate, or a certified copy thereof, will be filed with the Court upon Counsel's receipt of the same. EFTA00102190  Estate ofJeffrey E. Epstein Probate No. ST-19-PB- Petition for Probate and Letters Testamentary Pagc No. Page 2 of 4 PERSONAL PROPERTY' VALUE Cash $ 56,547,773.00 Fixed Income Investments $ 14,304,679.00 Equities $ 112,679,138.00 Aviation Assets, Automobiles and Boats $ 18,551,700.00 Fine Arts, Antiques, Collectibles, Valuables & Other 1BD subject to Personal Property appraisal/valuation Hedge Funds & Private Equity Investments $ 194,986,301.00 10,000 shares of Maple, Inc., a U.S. Virgin Islands co ration which holds title to New York, NY 10021 $ 55,931,000.00 10,000 shares of Cypress, Inc., a U.S. Virgin Islands Co oration which holds tide to Stanley, New Mexico 87056 $ 17,246,208.00 10,000 shares of Laurel, Inc., a U.S. Virgin Islands • - title to a eac r, H on a $ 12,380,209.00 999 shares of SCI JEP, a French Company which holds title to units 47 with mezzanine, 48 and 81 on the 2nd floor, units 63 and 74 on the 5th floor and Paris, France $ 8,672,823.00 10,000 shares of Poplar, Inc., a U.S. Virgin Islands Corporation, which holds title to Great St.lames Island $ 22,498,600.00 10,000 shares of Nautilus, Inc., a U.S. Virgin Islands Corporation, which holds title to Little St lames Island St. Thomas, Virgin Islands $ 63,874,223.00 TOTAL PERSONAL PROPERTY: $ 577,672,654.00 TOTAL ESTATE PROPERTY: $ 577,672,654.00 2 Values are subject to appraisal and/or update to their date of death valuation, which will be confirmed in verified inventory to be filed with the Court. EFTA00102191 Estate ofJeffrey E. Epstein Probate No. STI19-PB- Petition for Probate and Letters Testamentary Page No. Page 3 of 4 6) Petitioners arc investigating potential debts and claims of the Estate and at this time they are unknown. 7) That the names and addresses, insofar as known to Petitioners, of the heirs and next of kin of the deceased, who would be entitled to share the estate if he had left no will; the relation of each such person to him; the proportion due each such person, and whether cach of them is an adult or an infant are as follows: NAMES RELATIONSHIP CAPACITY SHIM Mark Epstein Brother Adult 100% 8) That Petitioners Darren K. Indyke and Richard D. Kahn be appointed Executors. They are adults of sound mind, are not convicted of any crime involving moral turpitude, and arc not judicial officers of this Honorable Court. 9) Although Petitioners are not residents of the Virgin Islands, they are qualified to serve as Executors pursuant to 15 V.I.C. § 235(c) because they otherwise qualify under 15 V.I.C. § 235(a) and they have appointed the law firm of Kellerhals Ferguson Kroblin PLLC, which has offices on St. Thomas, Virgin Islands, to accept service of all papers for purposes of the probate of Decedent's estate. 10) The Decedent's Last Will and Testament provides that "No bond or other security shall be required of any Executor in any jurisdiction." See original Last Will and Testament attached hereto at Article THIRD, subsection B on page 2. Accordingly, Petitioners pray that the bond be waived pursuant to V.I. R. Prob. 3. EFTA00102192 Estate ofJeffrey E. Epstein Probate No. ST-19-PB- Petition for Probate and Letters Testamentary Page No. Page 4 of 4 WHEREFORE, Petitioners pray: A. That the Estate of Jeffrey F. Epstein be entered into Probate; B. That a citation be issued to any heir or next of kin who has not signed a Waiver; C. That this Honorable Court order the issuance of a notice to creditors and claims procedure order in substantial form of that which will be separately proposed to the court forthwith; D. That the Last Will and Testament of Jeffrey E. Epstein, attached hereto, be admitted to Probate; E. That Darren K. Indyke and Richard D. Kahn be appointed Executors and Letters Testamentary be issued to them; F. That the bond be waived; and G. That the Petition be granted. Respectfully, DATED: August /5- , 2019 WILLIAM BLUM, ESQ., Of Counsel V.I. Bar No. 136 KELLERHALS FERGUSON KROBL1N PLLC EFTA00102193 Estate ofJeffrey Epstein Probate No. ST-I9-PB- Petition for Probate and Letters Testamentary VERIFICATION OF PETITION I, Darren K. lndyke, Executor of the Last Will and Testament of Jeffrey E. Epstein, hereby verify I have read and do hereby certify that the statements contained in the Petition for Probate and for Letters Testamentary are accurate in so far as my knowledge and insofar as my own records show. DATED: August , 2019 SUBSCRIBED AND SWORN to before me this I C day of 11 v 6, vs-71---, 2019. 4c- G -- /nit Nang Pingitas°mond. s_ IT ',am/ Wh Oararai 137517 Eirses EFTA00102194  &tate oPeffrey Epstein Probate No. ST-19.P8- Petition for Probate and Letters Testamentary VERIFICATION OF PETITION 1, Richard D. Kahn, Executor of the Last Will and Testament of Jeffrey E. Epstein, hereby verify I have read and do hereby certify that the statements contained in the Petition for Probate and for Letters Testamentary are accurate in so far as my knowledge and insofar as my own records show. DATED: August , 2019 rthy SUBSCRIBED AND SWORN to before me site this kStlay of i14/ 44.- 14-* , 2019. t-Plataa.k, frAnitelzi- MARIANNE BARNETT NOTARY PUBLIC, STATE OF NEW YORK • lb . ' NO. 01BA6276845 Qualified In Suffolk County Term expires February 25.2021 • • •ily EFTA00102195  IN THE SUPERIOR COURT OF THE VIRGIN ISLANDS DIVISION OF ST. THOMAS AND ST. JOHN IN THE MATTER OF THE ESTATE OF JEFFREY E. EPSTEIN ) PROBATE NO. ST-19-PB- ) Deceased. ) ACTION FOR TESTATE 1 ADMINISTRATION OATH OF WILLINGNESS TO SERVE AS EXECUTOR AND APPOINTMENT OF LOCAL COUNSEL I, Darren K. Indyke, hereby declare, certify, verify, and state under penalty of perjury under the laws of the United States Virgin Islands that: 1. lam an adult of sound mind, have never been convicted of any felony or of a misdemeanor involving moral turpitude, and I am not a judicial officer. 2. I am a resident of Florida. 3. The Last Will and Testament of Jeffrey E. Epstein nominates and appoints me as an Executor of the Estate of Jeffrey E. Epstein, deceased. 4. 1 am willing to act as Executor of the above-captioned Estate according to the law and to the best of my ability and I will faithfully discharge the duties and obligations of Executor. 5. 1 will render a true accounting of all monies and property coming into my possession for which I am responsible. 6. 1 am willing to act as Executor of the above-captioned Estate and request that the Court act upon and grant all the prayers of the Petition for Probate. 7. I am a non-resident of the Virgin Islands, and thus, I appoint the law office of KELLERHALS FERGUSON KROBLEN PLLC, located in the Virgin Islands. specifically at , as my attorney upon whom service of all papers may be rnta<le. Darren K. Indyke SUBSCRIBED AND SWORN to before me this f c day of n. O 1 4/ 7 t , 2019. _ Lim NOTARY EFTA00102196  IN THE SUPERIOR COURT OF THE VIRGIN ISLANDS DIVISION OF ST. THOMAS AND ST. JOHN IN THE MATTER OF THE ESTATE OF JEFFREY E. EPSTEIN PROBATE NO. ST-19-PB- Deceased. ACTION FOR TESTATE ADMINISTRATION OATH OF WILLINGNESS TO SERVE AS EXECUTOR AND APPOINTMENT OF LOCAL COUNSEL I, Richard D. Kahn, hereby declare, certify, verify, and state under penalty of perjury under the laws of the United States Virgin Islands that: 1. I am an adult of sound mind, have never been convicted ofany felony or ofa misdemeanor involving moral turpitude, and I am not a judicial officer. 2. I am a resident ofNew York, New York. 3. The Last Will and Testament of Jeffrey E. Epstein nominates and appoints me as an Executor of the Estate of Jeffrey E. Epstein, deceased. 4. I am willing to act as Executor of the above-captioned Estate according to the law and to the best ofmy ability and I will faithfully discharge the duties and obligations of Executhf. 5. I will render a true accounting of all monies and property coming into my possession for which I am responsible. 6. I am willing to act as Executor of the above-captioned Estate and request that the Court act upon and grant all the prayers of the Petition for Probate. 7. I am a non-resident of the Virgin Islands, and thus, I appoint the law office of KELLERHAd FERGUSON KROBLIN PLLC, located in the Virgin Island attorney upon whom service of all papers may be made Richard D. Kahn SUBSCRIBED AND SWORN to before • me this iCel-daysof tri• , 2019. oft-, MARIANNE BARNETT 1 NOTARY PUBLIC, STATE OF NEW YORK L /144W/V- 1,6,1/14// 111 — NO. 018A5276845 NOTARY Qualified in Suffolk County Term expires February 25, 2021 EFTA00102197  tilt.itIk10E7:NEW:ifeirt •.CY), VITAL 7e' DEATH TRANSCRIPT TE FLED TH CITY OF NEW YORK - DEPARTMENT OF HEALTH AND MENTAL HYGIENE AUG-II-2019 en:36 PM CERTIFICATE OF DEATH ennuis tie. 156-19.032838 • _ ISECErtnirS Me/ NAM! JEFFREYEitIN EDWARD fink Mint a Pin NW CM>b pi ps dna 4 Dann wanassow Gainey Ild../wWwidoewn la Nana d nal eitSw SIX fiel ad6f!Waia Wawa Pligi X las 700In • a Scnuaii 111WOW nal* 5UWars Fiery • c X cia. Hien...we 066404ann 6 O bealenti laiawaxa ' i SW Was • 6 WorXIAti. sY siWt rlan•La vat OX*Wian NowSW Wm Manhattan . TO p si s . Arad ' 7 0 Ws kW! ' . .. • • •• • A . 3 0 Urawan ( °sax. ims SONO a llioni) PO inatwn) ab. Tnw maw &Ma If. Oat Cana. F irlai eN 4 August • 10 • ' 2019 7:36 . 0 PM MO . 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OUIVI NI110rif-** EVT2OI9QS3?7721 Antal 11.2019 l*d!ChOnlVeltally*, Ph.0.; City WoOtrw as atinna Tin's so only Mai Ms Warp wary. copy 04 • on. as em In me Deprenowl el matne• and ale HYIllIee. TM Department el KM to wets Knox pas nary 19 Me IMb 4I u? SWOlf &Wirtz _ A Pk& ithinse. " 0•00,6112 tra , *non. If to Isstny awn acts his ben wad by ley '• 00 oft siosol Mis trensztiel fl ue bears die smutty feelers fitted on Me Oink eleeridutTen or anew al Ihis lanxripl a Wedded by II,I9(b) el the So Yoh aly llotIlh Cede 0 tM . 003140 M aw Mlle* or 'MUSA el erg PrOvIdoc et the Heath Cede or any wow iat 1,111111121/1 r‘Olilt n417174111;t•Liriti41;,, -.nor EFTA00102198  IN THE SUPERIOR COURT OF THE VIRGIN ISLANDS DIVISION OF ST. THOMAS AND ST. JOHN ******************************** IN THE MATTER OF THE ESTATE OF ) JEFFREY E. EPSTEIN ) PROBATE NO. ST-19-PB- ) Deceased. ) ACTION FOR TESTATE ADMINISTRATION AFFIDAVIT I, Erika A. Kellerhals, hereby depose or otherwise state that I do not know of any will or codicil of Jeffrey E. Epstein, deceased, other than the instrument in writing dated August 8, 2019; that I received the Last Will and Testament of Jeffrey E. Epstein from Jeffrey E. Epstein, and the said Jeffrey E. Epstein died on or about August 10, 2019. Erika A. Keller als SUBSCRIBED AND SWORN to before me This Iet day of , 2019. Brett A. Beaty Wary Pubic HP-144-16 CommisionEwa*:Dards 24. 2019 Si Biwa / 10. bhp,UBV1 - • EFTA00102199  LAST WILL AND TESTAMENT OF JEFFREY E. EPSTEIN I, JEFFREY E. EPSTEIN, a resident and domiciliary of St. Thomas, United States Virgin Islands, do make, publish and declare this to be my Will hereby revoking all prior Wills and Codicils made by me. 1: I direct my Executor to pay from my estate all expenses of my last illness, my funeral and burial expenses, the administration expenses of my estate and all of my debts duly proven and allowed against my estate. A. I direct my Executor to pay from my estate, as compensation to each Executor for serving as Executor hereunder, the sum of Two Hundred Fifty Thousand Dollars ($250,000) to each Executor upon the completion of probate of my estate. No Executor shall receive any other compensation for serving as Executor hereunder; provided, however, that my Executor shall be reimbursed from my estate for all reasonable costs, expenses, charges, and liabilities incurred or paid in respect thereto, including fees and expenses of counsel or any other agents hired by my Executor, and my Executor shall not be liable therefor individually. B. I direct my Executor to pay from my estate the federal and state transfer taxes described in Paragraph B(1) of Article SEVENTH. C. I direct my Executor to pay from my estate all expenses of storing, insuring, packing, shipping and delivering my tangible personal property in accordance with the provisions of Article SECOND. 2: I give all of my property, real and personal, wherever situated, after the payments and distributions provided in Article FIRST, to the then acting Trustees of The 1953 Trust ('"Trust") created under that certain Trust Agreement of The 1953 Trust (the (Trust Agreement') dated August 8, 2019, as the same may be amended from time to time, to be held in accordance with the provisions comprising the Trust Agreement at the time of my death. 3: I appoint DARREN K. INDYKE and RICHARD D. KAHN to serve as the Executors of this Will. If any one or more of my Executors fails to qualify, is unable or unwilling to serve or ceases to act, I appoint BORIS NIKOLIC, as successor Executor. If any successor Executor fails to qualify, is unable or unwilling to serve or ceases to act, I authorize the last acting Executor to designate his or her successor. Such designation shall be made by written instrument delivered to such designated successor Executor. A. If my estate must be administered in whole or in part in any jurisdiction other than the state or territory of my domicile at the date of my death, and if my Executor is unable or unwilling to serve in such jurisdiction, then I appoint the successor Executor of my estate designated in Paragraph A of Article THIRD as successor Executor in such EFTA00102200  Last Will & Testament of Jeffrey E. Epstein Page 2 of 11 jurisdiction only, provided that he or she is able and willing to serve in such jurisdiction. If no Executor or successor Executor is able and willing to serve in such jurisdiction, my Executor shall designate a successor Executor to serve in such jurisdiction. Such designation shall be made by written instrument delivered to such successor Executor. B. No bond or other security shall be required of any Executor in any jurisdiction. C. Any Executor may resign in the manner provided for by the governing statutes of the state or territory having jurisdiction of the administration of my estate or in the absence of such statutory guidance, by filing a written notice of resignation with the Court having jurisdiction of the administration of my estate. Any Executor who resigns shall not be entitled to any compensation hereunder for any services rendered as Executor prior to his or her resignation. D. My Executor shall not be accountable or responsible to any person interested in my estate for the manner in which my Executor in good faith exercises or declines to exercise any discretionary authority or power of my Executor. My Executor shall not be liable for any loss or depreciation in value occasioned by reason of any negligence, error or mistake of judgment in entering into any transaction, in making any sale or investment, in continuing to hold any property or by reason of any action or omission, whether by my Executor or any other fiduciary, unless my Executor has acted in bad faith. In the absence of proof by affirmative evidence to the contrary, each Executor shall be deemed to have acted within the scope of my Executor's authority, to have exercised reasonable care, diligence and prudence and to have acted impartially as to all interested persons. An Executor shall not be liable for the acts or defaults of another Executor. 4: The following provisions shall apply to my estate and to my Executor, except as is otherwise specifically provided in this Will: A. My Executor has the entire care and custody of all assets of my estate. My Executor has the power to do everything my Executor in good faith deems advisable without necessity of any judicial authorization or approval, even though but for this power it would not be authorized or appropriate for fiduciaries under any statutory or other rule of law. My Executor shall exercise my Executor's best judgment and discretion for what my Executor believes to be in the best interests of the beneficiaries hereunder. Except as otherwise specifically provided in this Will, if two Executors are empowered to participate in the decision to exercise or not to exercise any fiduciary power granted by this Will or by law, such decision shall be made by such Executors acting unanimously. If more than two Executors arc empowered to participate in the decision to exercise or not exercise any fiduciary power granted by this Will or by law, a majority of such Executors shall be empowered to make such decision. B. Except as otherwise provided herein, my Executor shall have the power (1) to enter upon and take possession of the assets of my estate and collect the income and profits from such assets, and to invest and reinvest such assets in real, personal or mixed assets (including the common trust funds of a corporate 2 EFTA00102201  Last Will & Testament of Jeffrey E Epstein Page 3 of 11 fiduciary) or in undivided interests therein without being limited by any present or future investment laws; (2) to retain all or any part of the assets of my estate (without regard to the proportion that any one asset or class of assets may bear to the whole) in the form in which such assets were received or acquired by my Executor; (3) to sell or dispose of, exchange, transfer, invest or loan all or any part of the assets of my estate which may, at any time, be held by my Executor for such sums or upon such terms as to payment, security or otherwise as my Executor determines, either by public or private transactions; (4) to buy and sell options, warrants, puts, calls or other rights to purchase or sell (collectively "options") relating to any security or securities, regardless of whether such security or securities arc then held by my Executor, and whether such options are purchased or sold on a national securities exchange, and to exercise with respect to such options all powers which an individual owner thereof could exercise, including, without limitation, the right to allow the same to expire; (5) with respect to oil, natural gas, minerals, and all other natural resources and rights to and interests therein (together with all equipment pertaining thereto), including, without limiting the generality of the foregoing, oil and gas royalties, leases, or other oil and gas interests of any character, whether owned in fee, as lessee, lessor, licensee, concessionaire or otherwise, or alone or jointly with others as partner, joint tenant, or joint venture in any other noncorporate manner, (a) to make oil, gas and mineral leases or subleases; (b) to pay delay rentals, lease bonuses, royalties, overriding royalties, taxes, assessments, and all other charges; (c) to sell, lease, exchange, mortgage, pledge or otherwise hypothecate any or all of such rights and interests; (d) to surrender or abandon, with or without consideration, any or all of such rights and interests; (e) to make farm-out, pooling, and unitization agreements; (0 to make reservations or impose conditions on the transfer of any such rights or interests; (g) to employ the most advantageous business form in which properly to exploit such rights and interests, whether as corporations, partnerships, limited partnerships, mining partnerships, limited liability companies, joint ventures, co-tenancies, or otherwise exploit any and all such rights and interests; (h) to produce, process, sell or exchange all products recovered through the exploitation of such rights and interests, and to enter into contracts and agreements for or in respect of the installation or operation of absorption, reprocessing or other processing plants; (i) to carry any or all such interests in the name or names of a nominee or nominees; (I) to delegate, to the extent permitted by law, any or all of the powers set forth herein to the operator of such property; and (k) to employ personnel, rent office space, buy or lease office equipment, contract and pay for geological surveys and studies, procure appraisals, and generally to conduct and engage in any and all activities incident to the foregoing powers, with full power to borrow and pledge in order to finance such activities; together with the power to allocate between principal and income any net proceeds received as consideration, whether as royalties or otherwise, for the permanent severance from lands of oil, natural gas, minerals, and all other natural resources; (6) to hold all or any part of the assets of my estate in cash or in bank accounts without the necessity of investing the same; 3 EFTA00102202  Last Will & Testament of Jeffrey E. Epstein Page 4 of 11 (7) to improve, repair, partition, plat or subdivide all or any part of the assets of my estate; (8) to litigate, defend, compromise, settle, abandon or submit to arbitration on such terms and conditions as my Executor determines any claims in favor of or against my estate or the assets of my estate; (9) to loan or borrow money in such amounts and upon such terms and conditions as my Executor determines, assume such obligations or give such guarantees as my Executor determines, for the purpose of the acquisition, improvement, protection, retention or preservation of the assets of my estate, or for the welfare of the beneficiaries of my estate; (10) to carry on for as long and in such manner as my Executor determines any business enterprise in which I owned any interest at my death, either individually, or as a partner, member, joint venture, stockholder or trust beneficiary; to sell such business enterprise as an ongoing business; to consolidate, merge, encumber, dissolve, liquidate or undertake any other extraordinary corporate transaction relating to such business enterprise; (11) to vote in person or by proxy any and all stock or securities and to become a party to any voting trusts, reorganization, consolidation or other capital or debt readjustment of any corporation, association, partnership, limited liability partnership, limited liability company or individual with respect to stocks, securities or debts held by my estate; (12) except as provided for in Sections (20) and (21) of this Article Fourth, to enter into any good faith transactions with any Executor individually or with arty corporation, partnership or other entity in which any Executor has an ownership interest; (13) To purchase from my estate any stocks, bonds, securities, real or personal property, or other assets, or make loans to my estate even though the same person or persons occupy the office of my Trustee and the office of the Executor of my estate; (14) to lease, mortgage, pledge, grant a security interest in or otherwise encumber all or any part of the assets of my estate for any term of years whether or not beyond the duration of my estate (including, without limitation, any such action for the benefit of any of the beneficiaries of my estate); (15) to abandon any property of my estate, real or personal, which my Executor may deem worthless or not of sufficient value to warrant keeping or protecting; to abstain from the payment of taxes, water rents or assessments and to forego making repairs, maintaining or keeping up any such property; and to permit such property to be lost by tax sale or other proceedings or to convey any such property for a nominal consideration or without consideration so as to prevent the imposition of any liability by reason of the continued ownership thereof; 4 EFTA00102203  Last Will & Testament of Jeffrey E. Epstein Page 5 of 11 (16) to elect the mode of distribution of the proceeds payable to my estate from any profit-sharing plan, pension plan, employee benefit plan, individual retirement plan, insurance contract or annuity contract pursuant to the terms of such plan; (17) to allocate, in my Executors discretion, any adjustment to basis provided to my estate under the provisions of Federal and State law with respect to property comprising my estate, without any obligation to make a compensatory adjustment among the beneficiaries hereunder on account of such allocation; (18) to conduct any audit, assessment or investigation with respect to any asset of my estate regarding compliance with any law or regulation having as its object protection of public health, natural resources or the environment ("Environmental Laws'); to pay from the assets of my estate to remedy any failure to comply with any Environmental Law (even to the exhaustion of all of the assets of my estate); and, as may be required in my Executor's judgment by any Environmental Law, to notify any governmental authority of any past, present or future non-compliance with any Environmental Law; and (19) to sell to the Trustee under the Trust Agreement any stocks, bonds, securities, real or' personal property or other assets or borrow from the Trustee under the Trust Ag.cement even though the same person or persons occupy the office of the Executor of my estate and the Trustee under the Trust Agreement. (20) No executor shall directly or indirectly buy or sell any property for the estate from or to himself, or from or to his relative, employer, employee, partner, or other business accneiate. (21) No executor shall lend estate funds to himself, or to his relative, employer, employee, partner, or other business associate. C. Except as otherwise provided herein, my Executor shall have the power (1) to employ agents, attorneys-at-law, consultants, investment advisers (to whom my Executor has discretion to delegate my Executor's investment authority and responsibility), other executors and other fiduciaries in the administration of my Executor's duties; to delegate to such persons, or to one or more of my Executors, the custody, control or management of any part of my estate as my Executor determines and to pay for such services from the assets of my estate, without obtaining judicial authorization or approval; (2) to delegate, in whole or in part, to any person or persons the authority and power to (a) sign checks, drafts or orders for the payment or withdrawal of funds, securities and other assets from any bank, brokerage, custody or other account in which funds, securities or other assets of my estate shall be deposited, (b) endorse for sale, transfer or delivery, or sell, transfer or deliver, or purchase or otherwise acquire, any and all property, stocks, stock warrants, stock rights, options, bonds or other securities whatsoever, (c) gain access to any safe deposit box or boxes in which my assets or assets of my estate may be located or which may be in the name of my Executor and remove part or all of the contents of any such safe 5 EFTA00102204  Last Will & Testament of Jeffrey E. Epstein Page 6 °ill deposit box or boxes and release and surrender the same, and (d) take any other action that my Executor may have the power to take with respect to my estate and the property thereof; no person or corporation acting in reliance on any such delegation shall be charged with notice of any revocation or change of such delegation unless such person or corporation receives actual notice thereof; (3) to pay any property distributable to a beneficiary under a legal disability or who has not attained the age of 21, without liability to my Executor, by paying such property (a) to such beneficiary, (b) for the use of such beneficiary, (c) to a legal representative of such beneficiary appointed by a court or if none, to a relative for the use of such beneficiary, or (d) to a custodian for such beneficiary designated by my Executor, to hold until age 21 or such earlier age as shall be the maximum permitted under applicable law; (4) to distribute to any of the beneficiaries of my estate in kind or in cash, or partly in kind and partly in cash, and to allocate different kinds or disproportionate shares of assets or undivided interests in assets among all of such beneficiaries; (5) to have evidence of ownership of any security maintained in the records of a Federal Reserve Bank under the Federal Reserve Book Entry System; to deposit funds in any bank or trust company; to carry in the name of my Executor or the nominee or nominees of my Executor and with or without designation of fiduciary capacity, or to hold in bearer form, securities or other property requiring or permitting of registration; and to cause any securities to be held by a depository corporation of which an Executor is a member or by an agent under a safekeeping contract; provided, however, that the books and records of my Executor shall at all times show that such investments are pan of my estate; (6) to renounce and disclaim, in whole or in part, and in accordance with applicable law, any assets, interests, rights or powers (including any power of appointment) which are payable to (or exercisable by) me or my estate, which are includible in my estate or Gross Estate or over which I have any right, tide, interest or power; and (7) to make, execute and deliver any and all such instruments in writing as shall be necessary or proper to carry out any power, right, duty or obligation of my Executor or any disposition whatsoever of my estate or any asset of my estate and to exercise any and all other powers incidental or necessary to carry out