EFTA01295189.pdf

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ARTEMIS or OMNI/A/10N
OF
ItYPFIUON ME, USC
I, the undersigned natural po»,on of the age or *Maim years or more, acting as
Organizer of a limited liability company order the Uniform Litnitoti Liability
Company Act, Chapter 15, 71Re 13, Vitgin Islands Code ("Uniform limited MAWRty
Company Ace), do hereby adopt the following Artides or Organization ter such
Melted liability marrow:
MUM= ONE
MMILAIMISSEMILIVVITAMINX
Name
1. The name of the limited liability company OVBAbiZeti hereby is 'gm'Rion
MR, I.I.0 (the "Compntws).
Address
2. 'rho physical and mailing addresses of tint Initial designated Ake of the
Company are 9100 Fort of Sale Mall, Suite 15, St. Thomas, U.S. Virgin Islands 00002.
Itesidivot Agent
a me name cad physical address of the Company's halal resident tolaent (or
service of inmost are Bitsiness pasha; VI, lit, 9100 Purl of sale Mall, Suite 15, Si.
Thomas, U.S. Virgin islands 00002..
AllittIlt TWO
mega
The porywse for which tiro COnlinillY is orgattiznil is to mote in any and MI lawful
purposes for which n limited liability company may int organiged under the Uniform
Limited Liability Company Act and other laws of the U.S. Virgin islands.
The foregoing paragnipli uliall he constraint as ontinierating both objects and
ptirrnsco of the Conn:my, and It is hereby awe:ugly provider] that the foregoing
enumeration of specific purposes shall not Ire held to limit or irulHct in any manner
the purposes or th Is Cotnpany otherwise permitted by law.
ARIICLE THRI38
RIMATIPRAWIIMItiniti
The period of duration of the Conway shall be peapettud. No monism. or
disassociated member shall balm pier pOWer to dissolve the Cotmmuy by his or bine
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independent act pursuant to the provisions of Section 1801, Subsections (4) and (5) of
the Uniform Limited Liability Company Act.
ARTICLE FOUR
ORGANIZER
The name and physical address of the Organizer of the Company is Erika A.
Mkt-hale, 9100 Port of Sate Mall Suite 15, St. Thomas, U.S. Virgin islands 00802.
ARTICLE FIVE
INANAWEINENT
The Company shall be manager managed. The initial manager of the company shall be
Lawrence Visoald, The physical and mailing address of the manager Is 9100 Port of
Sale Mall, Suite 15, St. Thomas, U.S. Virgin Islands 00802.
ARTICLE SDI
C4PITGli
The Company shall begin business with capital in the amount of One Thousand
United States Dollars (US $1,000.00).
ARTICLE SEVEN
WilITATiON OF mAitign
No manager of the Company shall be liable to the Company or its members for
monetary damages for an act or an omission in such manager's capacity as a member,
except for liability of a manager for (1) a breach of a manager's duty of loyahy to the
Company or its members, (ii) an act or omission, not in good faith, that constitutes a
breach of duty of a manager to the Company or an act or omission that involves
intentional misconduct or a knowing violation of the law, (iii) a transaction from which
o manager received an improper benefit, whether or not the benefit resulted from an
action taken within the scope of the manager's position, or (iv) an act or omission for
which the liability of a manager is expressly provided for by an applicable statute. If
the Uniform Limited Liability Company Act or other applicable law is amended to
authorize action further eliminating or limiting the liability of managers, then the
liability of any manager of the Company shall be eliminated or limited to the fullest
extent permitted by the Uniform Limited Liability Company Act or other applicable
law, as so amended.
Any repeal or modification of the foregoing paragraph by the members shall not
adversely affect any right or protection of any manager existing at the time of such
repeal or modification.
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uncut
MGM
MENELIWABILTLY
No member of the Company shall be liable for the debts ingt obligati* of the
Company under Section 1303, Subsection (e) of the Willem Waited Liability
Company Act
AR71(1.0MNR
101801141r1
If any phrase, clause, sentence, paragraph, or provision of these Articles of
Organization Is held to be void or Illegal, than it shall nut linpair or affect thelgalance
of these Articles of Organization, and the undersigned Organizer of aid COMpany
does hereby declare that she worn have signed and executed the Mantis ^leg,
Articles of Organisation without such void or Illegal provisions.
. 7.1
*0 a"$I 6.
Co ti
{vtgnaturo page Mims)
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IN HOTNESS WHEREOF, the undersigned person has hereunto set ber hand as
Organizer of the Company this/9.day of October, 2012,
IN 'rue TERRITORY OP TUEUNITED STATES VIRGIN ISLANDS ) i • •
DISTRICT OP S1'.THOWtS/ST.101IN
BEFORE ME, the undersigned authority, on this1 1d ay of October 2012, pemmaRy
appearedErika A. Ka erhal s, who being by me first duly twin n, declared that she it
the person who signed the foregoing Articles of Organization as the Oren:tor of
HYPERION AIR, 11C, a U.S. Virgin Islands limited liability tympany, and that the
statements contained in the foregoing Articles of Organization are true.
Hy Public In for the
Territmy of the On d States }
Virgin Islands
My commission expires;
Brat A. Oval y
Volity Publk N1%124.11
ST.m emos t$, Mitr..USVI
My edneslitiez )U4plitm Myosin 21. ?WS
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