stefansson-wrangel-09-35-004

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(q) To enter into partnership or any arrangement for sharing profits, union of interests, co-operation, joint advent reciprocal concessions or otherwise, with any person or compan carrying on or engaged in any business or transaction capable of being conducted so as directly or indirectly to benefit the company, and to lend money to, guarantee the contracts of or otherwise assist any such person or company, or of any customer, and to take or otherwise acquire, securities of any such person, company, or customer, or shares of such company, and to sell, hold or re-issue, with or without guarantee, or otherwise deal with the same;

(r) To sell, exchange, lease, mortgage or otherwise dispose of lands, rights, or other property, or effects of the Company, or any part thereof, of any kind or nature whatsoever, or the undertaking of the Company, or any part thereof, either to individual persons or companies with power to accept shares or debentures in other companies, and (in case of shares) either wholly or partly paid up, as consideration for the above and to hold, sell, or otherwise dispose of such debentures and shares as may be deemed most expedient, and to guarantee the repayment thereof or the payment of interest thereon; to promote or assist in promoting any company or companies, joint stock companies or societes anonymes, for the purpose of taking over, acquiring or working any property and liabilities of the Company, or for any other purpose a which may seem directly or indirectly, calculated to benefit the Company; to take or otherwise acquire and hold, sell or otherwise dispose of shares in any other company having objects altogether or in part similar to those of this Company, or carrying on any business capable of being conducted so as directly or indirectly to benefit this Company;

(s) To enter into any arrangement with any authorities supreme, municipal, local or otherwise, as my seem conducive to the attainment of the Company’s objects, or any of them, and

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to obtain from any such authorities any charters, rights, licenses, franchises, privileges and concessions which the Company may deem advisable to obtain, and to carry out, exercise and comply with any such arrangements, rights, licenses, franchises, privileges or concessions; and, if deemed advisable, dispose of any such arrangement's, charters, rights, privileges and concessions;

(t) To apply for any Acts, Orders-in-Council, certificates, licenses or any other powers or authorities which the Company may consider desirable for carrying out its objects or otherwise in the interests of the Company, and to oppose any proceedings or applications whioh to the Company may seem calculated, directly or indirectly, to interfere with or prejudice its Interests;

(u) To purchase, or otherwise acquire and undertake, the whole or any part of the business, property, liabilities and undertaking of any person,corporation or company carrying on or entitled to carry on any business which this Company is authorized to carry on or which can be carried on so as to directly or indirectly benefit this Company, or possessed of property suitable for the purposes of this Company;

(v) To amalgamate with any person or persons, or any company established for objects altogether or in part similar to the objects of the Company or otherwise, and for such consideration, either in shares or debentures of another company or cash, as the Company may think fit; to take or otherwise acquire and hold shares in any other company having objects altogether or in part similar to those of this Company, or carrying on any business capable of being conducted so as to directly or indirectly benefit this Company;

(w) To borrow, raise or secure money (with or without powers of sale or other special conditions) by a charge on or deposit of any part of the Company’s property of any kind soever; to draw, make, accept, endorse, issue, execute and

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discount promissory notes, bills of exahange, bills of lading, warrants and other negotiable instruments; and to borrow or raise money on or by bonds or debentures (charged upon all or any part of the Company's property, both present and future, including its uncalled capital) or acceptances, endorsements or promissory notes of the Company, and other negotiable instruments;

(x) To lend, invest the moneys of the Company not immediately required; and to make advances upon auoh securities, stocks and shares and other property of all kinds, and in suoh manner as may from time to time be determined, but in no case by a purchase of the shares of the Company;

(y) To distribute any of the property of the Company among the members in specie;

(z) To adopt such means of making known the products and purposes of the Company as may seem expedient, and in particular by advertising in the press, by circulars, by purchase end exhibition of works of art or interest, by publication of books and periodicals, and by granting prizes, rewards and donations;

(aa) To register or license the Company in any part of the British Empire or elsewhere;

(bb) To pay out of the funds of the Company all expenses of, or incidental to, the formation, promotion, registration and advertising of the Company, and to remunerate any person or Company for services rendered, or to be rendered, in placing or assisting to place, or guaranteeing the placing of any of the shares in the Company's capital, or any debentures or other securities of the Company;

(cc) To do all or any of the things above set out as principals, agents, contractors or otherwise, and by or through trustees, agents or otherwise, and either alone or in conjunction with others, and either within the Dominion of Canada or elsewhere;

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(aa) To do all such things and to carry on such business as the Company may think are incidental and conducive to the attainment of the above objects.

PROVIDED that nothing in the foregoing objects shall be deemed to confer upon the Company any of the powers of a Trust Company as defined by the Trust Companies Act.

ASP IT IS HEREBY DECLARED that the word "Company” in this Memorandum, except when used with reference to this Company, shall be deemed to include any partnership or other body of persons, whether incorporated or not incorporated, and whether domiciled in the British Dominions or elsewhere.

AND IT IS HEREBY DECLARED that the objects specified in each paragraph shall, except when otherwise expressed in such paragraph, be in no wise limited or restricted by reference to or inference from the terms of any other paragraph or the name of the Company.

4. The liability of the members is limited.

5. The capital of the Company is One hundred thousand dollars ($100,000.00) divided into One thousand (1000) shares of the par value of One hundred dollars ($100.00) each, with power to increase the capital and divide the shares in the capital for the time being, original or increased, into several classes, and to attach thereto respectively any preferential, deferred, qualified or special rights, privileges or conditions as to payment of dividends, as to payment of dividends, distribution of assets, voting or otherwise howsoever.

WE, the several persons whose names, addresses and descriptions are hereunto subscribed, are desirous of being formed into a Private Company, in pursuance of the Memorandum