Fill and Sign the Requirements Are as Follows Form

FLORIDA DEPARTMENT OF STATE DIVISION OF CORPORATIONS Attached are the forms and instructions to register a foreign profit corporation to transact business in Florida. The requirements are as follows:  Pursuant to section 607.1503(1), Florida Statutes, the attached application must be completed in its entirety.  The corporation must submit an original certificate of existence, no more than 90 days old, duly authenticated by the Secretary of State or the proper official having custody of corporate records in the state or country under the law of which it is incorporated. A photocopy is not acceptable. If the certificate is in a foreign language, a translation of the certificate under oath of the translator must be submitted.  There is a $70.00 registration fee and a letter of acknowledgment will be issued free of charge upon registration.  Certification fees are optional. Please submit an additional $8.75 if a certificate of status is needed. The fee for a certified copy of the application is $8.75 (plus $1 per page for each page over 8, not to exceed a maximum of $52.50). Please check the appropriate box on the COVER letter and send one check for the total amount made payable to the Florida Department of State.  The COVER letter included in this packet should be completed and submitted along with the certificate, application and check. Both the mailing address and courier address are noted in the COVER letter.  Important Information About the Requirement to File an Annual Report All Profit Corporations must file an Annual Report yearly to maintain “active” status. The first report is due in the year following formation. The report must be filed electronically online between January 1 st and May 1 st . The fee for the annual report is $150. After May 1 st a $400 late fee is added to the annual report filing fee. “Annual Report Reminder Notices” are sent to the e -mail address you provide us when you submit this document for filing. To file any time after January 1 st , go to our website at www.sunbiz.org. There is no provision to waive the late fee. Be sure to file before May 1 st . Any further inquiries concerning this matter should be directed to the Registration Section by calling (850) 245-6051 or writing the Registration Section, Division of Corporations, P.O. Box 6327, Tallahassee, FL 32314. CR2E007 (6/15) COVER LETTER TO: Registration Section Division of Corporations SUBJECT: Name of corporation - must include suffix Dear Sir or Madam: The enclosed “Application by Foreign Corporation for Authorization to Transact Business in Florida,” “Certificate of Existence,” or “Certificate of Good Standing” and check are submitted to register the above referenced foreign corporation to transact business in Florida. Please return all correspondence concerning this matter to the following: Name of Person Firm/Company Address City/State and Zip code E-mail address: (to be used for future annual report notification) For further information concerning this matter, please call: at ( ) Name of Person Area Code Daytime Telephone Number STREET/COURIER ADDRESS: MAILING ADDRESS: Registration Section Registration Section Division of Corporations Division of Corporations Clifton Building P.O. Box 6327 2661 Executive Center Circle Tallahassee, FL 32314 Tallahassee, FL 32301 Enclosed is a check for the following amount:  $70.00 Filing Fee  $78.75 Filing Fee &  $78.75 Filing Fee &  $87.50 Filing Fee, Certificate of Status Certified Copy Certificate of Status & Certified Copy APPLICATION BY FOREIGN CORPORATION FOR AUTHORIZATION TO TRANSACT BUSINESS IN FLORIDA IN COMPLIANCE WITH SECTION 607.1503, FLORIDA STATUTES, THE FOLLOWING IS SUBMITTED TO REGISTER A FOREIGN CORPORATION TO TRANSACT BUSINESS IN THE STATE OF FLORIDA. 1. (Enter name of corporation; must include “INCORPORATED,” “COMPANY,” “CORPORA TION,” "Inc.," "Co.," "Corp," "Inc," "Co," or "Corp.") (If name unavailable in Florida, enter alternate corporate name adopted for the purpos e of transacting business in Florida) 2. 3. (State or country under the law of which it is incorporated) (FEI number, if applicable) 4. 5. (Date of incorporation) (Date of duration, if other than perpetual) 6. (Date first transacted business in Florida, if prior to registration) (SEE SECTIONS 607.1501 & 607.1502, F.S., to determine penalty liability) 7. (Principal office address) __________________________________________________________________________________________________ (Current mailing address, if different) 8. Name and street address of Florida registered agent: (P.O. Box NOT acceptable) Name: Office Address: , Florida (City) (Zip code) 9. Registered agent’s acceptance: Having been named as registered agent and to accept service of process for the above stated corporation at the place designated in this application, I hereby accept the appointment as registered agent and agree to act in this capacity. I further agree to comply with the provisions of all statutes relative to the proper and complete performance of my duties, and I am familiar with and accept the obligations of my position as registered agent. ( Registered agent’s signature) 10. Attached is a certificate of existence duly authenticated, not more than 90 days prior to delivery of this application to the Department of State, by the Secretary of State or other official having custody of corporate records in the jurisdiction under the law of which it is incorporated. 11. Names and business addresses of officers and/or directors: A. DIRECTORS Chairman: Address: Vice Chairman: Address: Director: Address: Director: Address: B. OFFICERS President: Address: Vice President: Address: Secretary: Address: Treasurer: Address: NOTE: If necessary, you may attach an addendum to the application listing additional officers and/or directors. 12. Signature of Director or Officer The officer or director signing this document (and who is listed in number 11 above) affirms that the facts stated herein are true and that he or she is aware that false information submitted in a document to the Department of State constitutes a third degree felony as provided for in s.817.155, F.S. 13. (Typed or printed name and capacity of person signing application) FLORIDA DE PART MENT OF STAT E DIVIS ION OF CORPORATIONS A ttac hed are the forms and in struc tions to form a Florida Lim ited Liab ility Compan y pursuant to Chapter 605, Florida Statut es. All i nforma tion included in the Ar ticles of Organi zation must be in Eng lish and must be typewr itten or printed legibly . I f this re qui rement is not met, the document w ill be returned for correc tion(s) . The Division of Cor porations s uggest s u sing the sample ar ticles merely as a guide line. Pursuant to s. 605.0201, Florida Statutes, a dditional i nforma tion may be contained in the Ar ticles o f Or gani zation. The name of a lim ited liab ilit y company must be disti nguishable on the records of the Florida Depar tment of State. A preliminary s earch for name availability can be made on the In tern et th roug h the Division ’s r ecords at www .sunb iz.org. Preliminary name s earch es and name reservations are no lo nger availab le fro m the Division of Corporatio ns. You ar e res ponsible for any name infri ngement th at m ay re sult fro m your name selection. NO TE: This form for f iling Ar ticles of Organi zation is ba sic. E ach lim ited liab ilit y company is a separate en tity and as such ha s sp ecific goa ls, n eeds, and requi remen ts. A dditiona lly, the tax consequen ces arising from the structure of a lim ited liability company can be sign ifica nt. The Division of Cor porations reco mmends that all documents be reviewed by your legal co unsel . The Division is a f iling agency and as suc h do es not render any legal, accoun ting , or ta x advi ce. Th e profe ssional advice of you r legal co unsel to as certain ex act comp liance w ith all statutory requi rements is stro ng ly reco mmended. Pursuant to s.605.0201, Florida Statutes, the Ar ticles of Organi zation must set forth the fo llowi ng: AR TICLE I: The name of the lim ited liability company, which mus t end w ith the words “Lim ited Liab ility Company , “or the a bbrevia tion “L .L.C .,” or the de sign ati on “LL C.” AR TICLE II: The ma iling a ddress and the street a ddress of the principal o ffice of the lim ited liab ilit y company. AR TICLE III: The name and Florida street a ddress of the lim ited liab ilit y company ’s re gistered agent. T he registered agent must sign and stat e that he /she is fam iliar w ith and accepts the obliga tions of the position. AR TICLE IV: The name and a ddress of each person authori zed to manage and control the Lim ited Liab ility Company. A ltho ugh this i nforma tion is op tional at this time, m ost financial institutio ns re qui re t his in formation to be rec orded with t he Flor ida Department of State in order to open an a ccoun t. Th e De partment of F inancial S ervice s a lso re qui res t his in formation t o issue Workers’ Compe nsation. Use “AMBR ” for memb ers who are authori zed to manage and control the company. Use “MG R” for manag ers of ma nger- managed LLCs. AR TICLE V: I f an effective date is lis ted, the date m ust be specific and ca nnot be more than five business d ays prior to or 90 d ays a fter the date of f iling. What is an effective date? You may list a n eff ec tive dat e if you would like the lim ited liab ilit y company ’s existence to b ecome e ffec tive on a date other than the dat e it is f iled by this o ffice., Th e eff ec tive dat e ca n be up to 5 bu siness days prio r to the dat e of receipt or up to 90 days after the date of receipt. CR 2E047 (6/15) The en tity’s first a nnual repo rt form w ill be due Ja nuary 1 s t of the calendar y ear fo llowing the y ear of forma tion. If a lim ited li ab ilit y company is created late in the calendar y ear and it doesn’t exp ect to co mmence bu siness until on or after Ja nuary 1 st of th e upcoming y ear, it should add an e ffec tive date of Ja nuary 1 for the coming y ear. If the e ffec tive date is in the next calendar year, it w ill dela y the requi rement to f ile an a nnual repo rt un til the fo llow ing ca lendar y ear . Example: A lim ited liab ilit y company is formed December 1, 2007. If it a dded a n eff ec tive dat e of Ja nuary 1, 2008, the firs t a nnu al repo rt would not be due until Ja nuary 1, 2009. If a 2008 effec tive was not listed, the first a nnual repo rt would be du e Ja nu ary 1, 2008. Signatu re: Ar ticles of Organi zation must be ex ecuted by an authori zed p erson, and the ex ecuti on of the document constitutes an a ffirma tion un der the pena lties of p erjury that the f acts stated therein are tru e. F ILI NG F EES: $ 125.00 Filing Fee for Articles of Or ganization and Designation of Regis tered Agent $ 30 .00 Cert ified Copy ( OPT IONAL ) $ 5.00 Cert ificate of Status (OP TIONA L) A le tter of ackn owledgment w ill be issued f ree of ch arge u pon re gist ration. Pl ease submit on e ch eck made payable to the Florida De par tment of State for the total amo unt of the f iling f ees and any optional certifi ca te or c opy. A cover le tter containing your name, a ddress and day time telephone number should be subm itted along w ith the articles o f organi zation and the ch eck. The ma iling a ddress and courier a ddress are: Mailing Address Street/Couri er A dd ress New Filing S ection New Filing S ection Di vision of Corporations Division of Corporation s P. O. Box 6327 C lifton Bu ilding Tallaha ssee, FL 3231 4 2661 Ex ecuti ve Center Circle (850) 245-6052 Tallaha ssee, FL 32301 (850) 245- 6052 Impor tant In form ation About the Requirement t o File an Annual Report All Fl or ida Limited L iability Companies m ust file an Annu al Re por t yearly to m aintain “activ e” stat us. The first re port is due in the y ear following f ormation. The re port must be filed elect ronically on line b etween Ja nuary 1 st and M ay 1st . The f ee for th e annu al re por t is $138.75. After M ay 1st a $40 0 late f ee is a dd ed to the a nnual re por t fili ng f ee. “A nnu al Report Reminder Notices ” are sent to the e-mail a ddress you provide us wh en you subm it th is do cument for fili ng. T o file any time after Ja nuary 1 st , go to our webs ite at www .sunb iz.org. There is n o provision to w aive the late f ee. Be sure to f ile bef ore May 1 st . Any furth er inquiries con cerning th is matter shou ld be directed to the New Filing Section by calling (850) 245-605 2. COVER LETTER TO: Registr ation Section Di vision of Co rporations SU BJECT: Name of Limited L iability Company The en clos ed Articles of Organization and f ee(s) are submitted for fili ng. Please r eturn all corres ponden ce con cerning th is matter to the fo llowi ng: Name of Person Fi rm/Company Address City/State and Z ip Cod e E-mail a ddress : (to be used for future a nnual report no tification) For furth er inf ormation con cerning th is matter, please call: at ( ) Na me of Person Area C od e Day time Telephone Numb er En clos ed is a ch eck for the fo llowing amo unt: $125.00 Filing Fee $130.00 Filing Fee & $155.00 Filing Fee & $160.00 Filing F ee, Cer tificate of Status Certified C opy Cer tificate of Status & (add ition al cop y is en close d) Cer tified C opy (a dd ition al cop y is en close d) Mailing Address Street Address New Filing Section New Filing S ection Di vision of Corporations Division of Corporation s P. O. Box 6327 C lifton Bu ilding Tallaha ssee, FL 3231 4 2661 Ex ecuti ve Center Circle Tallaha ssee, FL 32301 ARTICLE S OF ORG ANIZA TION FOR FLORIDA LIM ITE DLI AB ILIT Y COMPANY AR TICLE I - Nam e: The name of the Limited L iability Company is: (Must end with the words “Limited L iability Company, “L.L.C .,” or “LL C.”) AR TICLE II - Addre ss: The mailing a ddress and str eet addr ess of the principal office of the Limited L iability Company is: Principal Office Addre ss: Ma iling Addre ss: AR TICLE III - Registered Ag ent, Re gist ered Office, & Regist ered Agent’s Si gn ature: (The Limited L iability Company cann ot serve as its own Regis tered Agen t. You m ust desi gnate an individu al o r anoth er b usiness entity with an active Florida registration.) The name and the Flor ida street a ddress of the regis tered agent ar e: Na me Flor ida str eet addr ess (P. O. Box NOT accepta ble) City State Zip Having b een na me d as registered agent and to a ccept service of pro cess for the above stated lim ited liab ilit y company at the place de signa ted in this certificate, I hereby a ccept the appointme nt as registered agent and ag ree to act in thi s c apa cit y. I fu rther agree to comply with the provisi ons of all statutes rela ting to the pr oper and complete pe rform ance of my duties, and I am fam iliar with and a cce pt the obliga tion s of my position as registered agent as provided for in Chap ter 605 , F.S.. Registered Agent ’s Si gn ature (RE QUIRE D) (CONTINU ED) P age 1 of 2 ARTICLE IV- The name and a ddress of each person auth orized to manage and cont rol the Limited L iability Company: Title: Name and Addre ss: "AMBR" = Auth orized Memb er "MGR" = Manager (Use attachment if n ece ssary) AR TICLE V: Eff ec tive date, if other than the date of f iling : . (OPTIONAL) (If an effective date is listed, the date m ust be specific and ca nnot be more than five business d ays prior to or 90 d ays a fter the date of f iling.) Note: If the date inserted in this block does not meet the applicable statutory filing req uirements, this date will not be listed as the document’s effective date on the Department of State’s records. AR TICLE VI: Other provisions, if any. REQ UIRED S IGNA TUR E: Sign ature of a member or an authorized repres entative of a member. This document is executed in accordan ce with section 605.0203 (1) (b), Flor ida Statu tes. I am aware th at any f alse inf ormation submitted in a do cument to the Department of State co nstitutes a third degr ee fel ony as provid ed for in s.817.155, F.S. Typed or printed name of sign ee Filing Fee s: $125.00 Filing F ee fo r Ar ticles of Or ganiz ation a nd De sign ation of Regist ered Agent $ 30 .00 Cer tified Co py (O ptiona l) $ 5.00 Certificat e of Stat us (O ptiona l) Page 2 of 2