legal letter october 2011

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1 SAXO BANK LEGAL LETTER This form can be used to confirm the content of foreign documents and/or the ownership and control structure of a corpo- rate client and must be issued by a certified external lawyer or accountant in the country where the corporation is incorpo- rated. The form can be on another letterhead but must follow the same content, leave no room for interpretation and it must be clearly stated that the certifier is liable in regards to the content. Please note that all relevant documents must be provided in addition to the Legal Letter. Further, please also note that Saxo Bank will require this document to be signed and stamped by the certifier with clear readable contact details and be accompanied by the lawyer’s/accountant’s license. In order to comply with (i) FATF-regulation, (ii) EU directive 2005/60/EC on Anti Money Laundering and (III) the Danish act no. 389 dated 15 April 2011 on Measures on Prevention of Money Laundering and Financing of Terrorism, Saxo Bank is obliged to require sufficient documentation regarding the ownership and control structure of its corporate clients, and to identify and verify the identity of the ultimate beneficial owners of all corporate clients. I, ___________________________________________________________________________________________ (name of the certified lawyer/accountant) being the duly appointed external certified lawyer/accountant of_______________________________________ (name of the corporation/company), incorporated in ___________________________(name of the country where the corporation/ company is incorporated) on ____________________________(date of incorporation) with _______________________________ (registration number), have reviewed and assessed the following documents: Please list the documents the Legal Letter is based on, e.g. articles of association, memorandum, share certificates, trust/pledge/ shareholders’ agreements, Group structure chart etc.: 1. __________________________________________ 2. __________________________________________ 3. __________________________________________ 4. __________________________________________ 5. __________________________________________ Based on the above mentioned documents I hereby confirm the below information about the Corporation/Company, including the ownership and control structure (as defined below under section 4) as current and accurate. AUTHORISED DECLARATION OF CORPORATE STRUCTURE (Name of Corporation/Company) 1. The Corporation/Company is duly registered and validly existing. 2.1. That as far as can be ascertained from the above mentioned documents the Registered Address of the Company/ Corporation is __________________________________________________________________________________________ _______________________________________________________________________________________________________ (registered office address).

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Page 1: Legal Letter October 2011

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S A X O B A N K L E G A L L E T T E R

This form can be used to confirm the content of foreign documents and/or the ownership and control structure of a corpo-rate client and must be issued by a certified external lawyer or accountant in the country where the corporation is incorpo-rated.

The form can be on another letterhead but must follow the same content, leave no room for interpretation and it must be clearly stated that the certifier is liable in regards to the content. Please note that all relevant documents must be provided in addition to the Legal Letter.

Further, please also note that Saxo Bank will require this document to be signed and stamped by the certifier with clear readable contact details and be accompanied by the lawyer’s/accountant’s license.

In order to comply with (i) FATF-regulation, (ii) EU directive 2005/60/EC on Anti Money Laundering and (III) the Danish act

no. 389 dated 15 April 2011 on Measures on Prevention of Money Laundering and Financing of Terrorism, Saxo Bank is

obliged to require sufficient documentation regarding the ownership and control structure of its corporate clients, and to

identify and verify the identity of the ultimate beneficial owners of all corporate clients.

I, ___________________________________________________________________________________________ (name of the certified

lawyer/accountant) being the duly appointed external certified lawyer/accountant of_______________________________________

(name of the corporation/company), incorporated in ___________________________(name of the country where the corporation/

company is incorporated) on ____________________________(date of incorporation) with _______________________________

(registration number), have reviewed and assessed the following documents:

Please list the documents the Legal Letter is based on, e.g. articles of association, memorandum, share certificates, trust/pledge/shareholders’ agreements, Group structure chart etc.:

1. __________________________________________

2. __________________________________________

3. __________________________________________

4. __________________________________________

5. __________________________________________

Based on the above mentioned documents I hereby confirm the below information about the Corporation/Company, including the ownership and control structure (as defined below under section 4) as current and accurate.

AUTHORISED DECLARATION OF CORPORATE STRUCTURE

(Name of Corporation/Company)

1. The Corporation/Company is duly registered and validly existing.

2.1. That as far as can be ascertained from the above mentioned documents the Registered Address of the Company/

Corporation is __________________________________________________________________________________________

_______________________________________________________________________________________________________

(registered office address).

Page 2: Legal Letter October 2011

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NAME OF THE DIRECTOR: DATE OF APPOINTMENT:

S A X O B A N K L E G A L L E T T E R

2.2. The purpose of the Company/Corporation as described in the provided documents is

_____________________________________________________________________________________________

_____________________________________________________________________________________________

(purpose of the company).

2.3. The authorized capital of the Company is ____________________________ (total amount of authorized capital)

divided into ____________________________________________________________ (the total number of shares)

shares of__________________________________________ ( amount of authorized capital for each share) each.

Note:Ifdifferentshareclassesareissued,pleaselistbelowandconfirmtherightofeachshareclass:

___________________________________________________________________________________________________

___________________________________________________________________________________________________

___________________________________________________________________________________________________

___________________________________________________________________________________________________

2.4. The current Director/s is/are:

Note:Ifacompanyisappointeddirector,pleasefurtherlisttheindividualsauthorizedtosignonbehalfofsaid

company:

___________________________________________________________________________________________________

___________________________________________________________________________________________________

3. According to the signatory rules in the above listed documents the following individuals can sign on behalf of the Company/

Corporation, ____________________________________________________________________________________________

(relevant names of the person(s)

________________________________________________________________________________________________________

(solely/jointly, as applicable) any agreement with Saxo Bank on behalf of

________________________________________________________________________________________________________

(name of the company).

Page 3: Legal Letter October 2011

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S A X O B A N K L E G A L L E T T E R

4. Ownership structure

Saxo Bank A/S must identify (and verify the identity) of the ultimate beneficial owners of all corporate clients (except for

corporations which ownership interests are traded on a regulated market in EU/ECC or on a market member of World

Federation of Exchanges (WFE)). This entails identifying any individual who falls under the following definitions:

The ultimate beneficial owners for corporations are defined as:

1. Individuals who ultimately own or control the corporation by direct or indirect ownership or control of more than 25%

of the shares and voting rights in the corporation; or

2. Individuals who otherwise exercise control over the management of the corporation.

The ultimate beneficial owners for funds/foundations etc. are defined as:

1. Individuals who according to the articles of the fund etc. or otherwise are entitled to receive 25% or more of the

distribution funds or other assets of a fund or a similar legal arrangement as a fund, assuming these persons are known;

or

2. The group of persons in whose main interest the fund or similar legal arrangement as a fund has been set up or operates;

or

3. Individuals who exercise control over 25% or more of the distribution funds or other assets of the fund or similar legal

arrangement or entity.

The current ultimate beneficial owner(s) (i.e. individuals owning/controlling 25% or more of the Corporation/Company

according to the above definition) of the Corporation/Company is/are:

1.

2.

3.

4.

Percentage of share(s)/voting rights

Name

Address

Personal id number (as shown on passport and/or other ID card attached)

Percentage of share(s)/voting rights

Name

Address

Personal id number (as shown on passport and/or other ID card attached)

Percentage of share(s)/voting rights

Name

Address

Personal id number (as shown on passport and/or other ID card attached)

Percentage of share(s)/voting rights

Name

Address

Personal id number (as shown on passport and/or other ID card attached)

If there are no individuals who qualify as ultimate beneficial owner, as defined above, please tick this box .

Page 4: Legal Letter October 2011

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Note: If any of the shareholders of the Corporation/Company are corporate entities, it must be confirmed who the

individual beneficial owner(s) is/are for that entity and a group chart showing the full corporate structure must be

included with the documentation.

Further, if any trust/pledge agreements exist, please list below and confirm the impact on the ownership- and control

structure:

__________________________________________________________________________________________________________________

__________________________________________________________________________________________________________________

__________________________________________________________________________________________________________________

__________________________________________________________________________________________________________________

For and on behalf of:

__________________________________________________________________________________________________________________

(name of the certified external lawyer/accountant)

Stamp and signature: Date:

_______________________________________________________ _________________________________

SAXO BANK l Philip Heymans Allé 15 l DK 2900 Hellerup l Denmark l Telephone +45 39 77 40 00

Telefax +45 39 77 47 00 l Reuters Dealing Code: SAXO l Web: www.saxobank.com

THE SPECIALIST IN TRADING AND INVESTMENT

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