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EFTA01298366.pdf

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ARTICLES of ORGANIZA/LON
OF
IIIIPFEION MR, U.0
the undortIgnixl natural person of the age or eighteen years or more, acting as
Organiser of a limited liablilly company under the Unifittin l.11nStod LiabllIty
Company Act, Chapter 15, 31fte 13, %Mille Islands Code ("Uniform Limited Liability
Company Awl, du hereby adopt the following Articles or Orgintreallutt tot rvch
Melted liability immpotty:
AIM= ONE
11.81tisAIWIUM.ANYIEMLOINTACtilfill
Name
1.
the
name of the limited nobility company organized hereby is ItyRIMI0N
MR, Ile (the "Company`).
. ,
Address
2. 'rho physical mid mailing addresses of the WWI designated offIde of the
Company Alt 9100 Port of Sala Mall, Suite 15, St. Thomas, I/S. Virgin islands 00802.
Resident Agent
3. The name mid physical address of the Conipany' initial resident itiont for
service of pnnx are Elitefiless Jia4;t1; VI, IAA; 9100 Pori of Sale Mall, Suite 15, Si.
Thomas, U.S. Vititin islands 00802.
ARItent TWO
'UM
The purpose for winch the Company is orgauland Is to mine in my and till lawful
purposes for which n Milked liability company may Int orga01201 under the Uniform
Limited Liability Compaq Act and other laws of the U.S. Virgin islands.
The foregoing paragraph shall he constraid as ontinieratIng both objects and
parrot:ea of the Company, and It is hereby (tamest provided that the foregoing
enumeration of specific purposes shall nut be held to limit or muddied In any manner
the purposes or thls Company otherwise permitted by law.
Attrinx
RIMATIONMIKOWIttakiti
The period of duration of the Company shall he peapetuaL No the bon or
disassociated member shall have the power to dissolve the Company by his or her
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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.
Kellerhals, 9100 Port of Sate Mall, Suite 15, St Thomas, ELS. Virgin islands 00802.
ARTICLE FIVE
MANAOINNENT
The Company shall be manager managed. The initial manager of the company shall be
Lawrence Visoaki. The physical and mailing address of the manager Is 9100 Port of
Sale Mall, Suite 15, St. Thomas, U.S. Virgin Islands 00802.
ARTICLE SIX
CAPITAL
The Company shall begin business with capital in the amount of One Thousand
United States Dollars (US $1,000.00).
ARTICLE SEVEN
liMITATION OF wyggn
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 managers 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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ARTICLIi MGM
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No member of the Company shall be liable for the debts and obligati* of the
Company under Section 1803, Subsection (c) of the Willem Unbind Liability
CompanyAct.
ARTIC1J3 MINH
SAVIR88114r1
It any phrase, clause, sentence, paragraph, or provision of these Articles of
Organization Is held to be void or Illegal, then it shall nut itnpair or affect the Igalente
of these Articles of Organization, and the undersigned Organizer of tfid C0Mpany
does hereby declare that she would have signed and executed the balante
Articles of Organization without such void or illegal provisions.
. 7:v
ral 4",
co r„.
lidgnacure page Mims)
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IN mmess WHEREOF, the understand() person has hereunto set her hand as
Organizer of the Company this# day ofOctoben.2012.
Ken ca
•r
'174! ;
'mu trt
IN 1ERRITORY ONI NNU NII7i0 STATES VIRGIN ISLANDS ) C f-. I • I . 0 , • I s . ,ts : t
DISTRICT OP ST. THOMAS/SE JOHN •
) I*
_40N
EEPORE ME, the undersigned authority, on this. day of October 2012, personally
appeared Erika A. Kellerhals, who being by me first duly sworn, declared that she IS
the person who signed the foregoing Articles of Organization as the Otritthaw of
HYPERION AIR, v U.S. Virgin Islands limited DeWitt" ammany, and that the
statements tam tallied In the foregoing Articles of Organization are true.
ny Public In dgdfor the
Territory of the Un d States
Virgin Islands
My commission expires:
Drell a.
%ore
Wilassatnir
it
cyConwimbeRgioatersba2VOIS
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