EFTA01295039.pdf

MINUTES OF THE FIRST MEETING OF INCORPORATORS
MORT, INC.
The first meeting of Incorporators of Mort, Inc., a Virgin Islands corporation (the
"Corporation"), was held on April 12, 2011, at 2:00 p.m., at the offices of Dudley, Topper and
Feuerzeig, Law House, 1000 Frederiksberg Gade, Charlotte Amalie, St. Thomas, U.S. Virgin
Islands, as indicated in the written Waiver of Notice and Assent prefixed to the minutes of this
meeting.
William S. McConnell called the meeting to order and stated the objects thereof. Upon
motion duly made, seconded and unanimously carried, William S. McConnell was chosen
Chairman of the meeting, and Denise J. Richards as Secretary thereof.
The following persons, constituting all of the Incorporators of the Corporation, were
present in person:
William S. McConnell
Denise J. Richards
Michelle Connor
The Chairman then presented a copy of the Articles of Incorporation of the Corporation,
and reported that the original thereof had been filed in the Office of the Lieutenant Governor,
Corporate Division, of the Territory of the U.S. Virgin Islands, on the 12th day of April, 2011,
and that the filing fee required by law had been paid and receipts obtained therefor. Upon motion
duly made, seconded and unanimously carried, it was
RESOLVED, that a copy of the Corporation's Articles of
Incorporation and the Certificate of Incorporation, together with
the original receipt showing payment of the filing fee be inserted in
the Minute Book of the Corporation.
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The Chairman presented a proposed form of bylaws for the regulation and management
of the affairs of the Corporation, and stated that the same had been prepared in accordance with
the instructions of the Incorporators. Upon motion duly made, seconded and unanimously
carried, it was
RESOLVED, that the proposed bylaws submitted to the meeting
be, and the same are, hereby adopted as and for the bylaws of the
Corporation, and that a copy thereof be placed in the Minute Book
of the Corporation, directly following the Articles of Incorporation
of the Corporation.
The Chairman then stated that it was in order to consider electing a Board of Directors of
the Corporation. Upon nominations duly made, seconded and unanimously carried, the
following persons were elected as Directors of the Corporation, to serve until the first meeting of
shareholders and until their successors are elected and qualify:
Jeffrey Epstein
Darren Indyke
Richard Kahn
The issuance of the shares of the Corporation was then discussed. Upon motion duly
made, seconded and unanimously carried, it was
RESOLVED, that the Board of Directors be, and it hereby is,
authorized in its discretion to issue the shares of the Corporation to
the full amount or number of shares authorized by the Articles of
Incorporation, in such amounts and for such consideration as from
time to time shall be determined by the Board of Directors, and as
may be permitted by law.
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There being no further business to come before the meeting, upon motion duly made,
seconded and unanimously carried, it was adjourned.
William S. McConnell
Chairman of the Meeting Secretary of the Meeting
THE UNDERSIGNED, being all the Incorporators of the Corporation,
acknowledge that they attended the foregoing meeting without protest of absence of notice and
that the foregoing minutes accurately reflect the actions taken at that meetin
William S. McConnell
ATT ST:
Denise ards, S c etary
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