Account Application Package. Corporate Banking

Transcription

1 Account Application Package Please ensure all sections are fully completed and all supporting documentation forwarded with the application. Incomplete application may delay the account opening process. If you have any queries, please contact us on (345) Please return this form in person or by mail to: Butterfield Bank (Cayman) Limited, 12 Albert Panton Street, Grand Cayman, Cayman Islands. Internal Use Only Date: Customer No.:

2 Corporate account application form SECTION 1 - GENERAL INFORMATION Name of entity/organisation: Type of entity/organisation: Company General Partnership Limited Partnership Limited Liability Partnership Non-profit Corporation / Organisation Other (please describe:) Correspondences Address: Registered Office Address: Telephone: Date of Incorporation/Formation: Country of Incorporation/Formation: Country of Business: Tax Identification Number: Fax: Company Registration Number (if applicable): Country of Issue: If entity was incorporated in the US or formed under the laws of the US, this information must be supported by a completed IRS form W-9 (accessible at If the entity/organisation is a resident for tax purposes in any country other than the one listed above, please list each country below and the corresponding tax identification number held: Country: Country: Country: Tax Identification Number: Tax Identification Number: Tax Identification Number: Global Intermediary Identification Number (if registered with the IRS for FATCA reporting purposes): Is the entity/organisation sponsored for FATCA reporting purposes? Yes No CORP Ver If Yes, name of sponsored entity: Global Intermediary Identification Number of sponsoring entity: Page of 22

3 Corporate account application form SECTION 2 - BENEFICIAL OWNERSHIP INFORMATION (i) Is the entity/organisation s stock publicly traded or is it an affiliate of a publicly traded company? Yes No If Yes, what is the name of the publicly traded company and on what stock exchange(s) are securities traded: (ii) Are there any intermediary entities involved in the ownership structure of the entity/organisation? Yes No If Yes please provide details of these entities below (attach additional sheets if necessary): 1. Name of Entity/Organisation Country of Incorporation/Formation Ownership (%) Is the share capital of any of the entities issued in the form of bearer shares? Yes No (iii) List every person that is an ultimate beneficial owner(s) of organisation/entity with an equity interest in excess of 10% (Please note that each of these individuals must also complete a Declaration of Tax Status Form in support of this request) Full Name Country of Citizenship Country of Residence Date of Birth (dd/mm/yy) Shareholding (%) CORP Ver Page of 22

4 Corporate account application form SECTION 3 - BUSINESS ACTIVITY Please describe the principal activities/business lines of the entity/organisation: (i) Is the entity/organisation considered to be an Exempt Beneficial Owner under FATCA (such as a governmental Yes No or international organisation) as described in the US Treasury Regulations sections (b) through (g)? If Yes, you must confirm this to Butterfield by submitting a completed IRS Form W-8BEN-E or W-8EXP (as appropriate) with your application. (These may be accessed at (ii) If No, does the entity/organisation: a) provide banking or similar deposit-taking services? Yes No b) hold financial assets for the account of others as a substantial portion of its business? Yes No c) act as a portfolio manager, fund administrator or fund manager, or engage in the business of investing, reinvesting or trading securities, partnership interests, commodities or any interest in such assets (including derivatives such as forwards, futures, or options)? Yes No d) operate as an insurance company (or holding company of an insurance company) that issues policies with cash surrender values or annuities? Yes No e) operate as a captive insurance or reinsurance company (or is affiliated with a captive insurance or reinsurance company) that: sells life insurance policies, annuities, or any other form of other insurance which has a cash value greater than $50,000 or; Yes No holds policies that constitute assumption reinsurance? Yes No (iii) If No, is the entity/organisation an Investment Holding Company, (i.e. one that derives more than 50% of its gross earnings from passive income such as interest, dividends, rental income, royalties, annuities or gains from the sale of such investments and which has deployed more than 50% of its assets (as a weighted average percentage) for the production of passive income?) Yes No CORP Ver Page of 22

5 Corporate account application form SECTION 4 - BUSINESS HISTORY Total assets of entity/organisation: Annual turnover (last 3 years, in $mil) Year: $ Year: $ Year: $ Issued share capital (if applicable): $ Have all shares in issue been registered? Yes No Is the entity/organisation: Establishing a banking relationship for the first time Diversifying its existing banking arrangements Exiting an existing banking relationship Name and location of bank that is being exited (if applicable): What attracted you to Butterfield? List any other bank with which the entity/organisation maintains relationships: Name of Financial Institution Country Primary Service Provided Will any intermediary be involved in the management of this account? Yes No If Yes, please complete the table below: Name of Intermediary Relationship with account CORP Ver Page of 22

6 Corporate account application form SECTION 5 - ACCOUNT REQUIREMENTS Type of account: Brokerage Specify currency: Savings Specify currency: (select all that apply) Chequing/Current Specify currency: Subscription to Butterfield mutual funds Specify currency: Custody Specify currency: Treasury Fixed, Call or Notice Deposit Specify currency: Purpose of account: Operating account Management of third party client monies (select all that apply) Savings/Cash management Management of personal/family wealth Administration of security holdings Fund administration/management Details of Initial deposit (if applicable): (Butterfield reserves the right to close the account if not funded within 30 days of opening.) Deposit amount: $ ($2,500 minimum) Method of delivery: Wire Bank Draft Internal Transfer Personal cheque Cash Source of funds: Name: City: Country: How were the funds obtained? Expected value of future deposits per month: $ Expected number of future deposits per month: Principal source of future deposits: Retail Sales Insurance/Reinsurance premiums Professional fees/commissions Investment income Client monies Rental income Principal counterparties from which deposits/securities will be received: Name of counterparty Place of business (if in another country) What are the common channels through which credits to the account will be received? CORP Ver International wire transfer: % Domestic transfers: % Internal transfers (inter-account): % Cash: % Domestic cheques: % Direct deposit: % Overseas cheques: % Bank drafts: % Other: % Expected value of credit transactions per month: $ Average number of credit transactions per month: Page 6 of 22

7 Corporate account application form SECTION 5 - ACCOUNT REQUIREMENTS Principal currencies in which these transactions will be made (if not account currency): Principal counterparties to which payments will be made: Name of counterparty Place of business (if in another country) Anticipated breakdown of channels through which payments will be processed: International wire transfer: % Domestic transfers/direct deposit: % Internal transfers (inter-account): % Cash: % Domestic cheques: % Bank Drafts: % Anticipated methods of initiating banking transactions: Online Banking: % Fax % Banking Centres: % Mail: % CORP Ver Page 7 of 22

8 Corporate account application form SECTION 6 - DECLARATION 1. I/We have been properly authorised to sign this Declaration on behalf of (the entity) pursuant to a Meeting of its directors / trustees / partners (delete as appropriate) dated I/We apply to open an account and agree that this and any future accounts provided by Butterfield Bank (Cayman) Limited or any of its subsidiaries or affiliates ( Butterfield ) shall be operated in accordance with Butterfield s General Regulations & Conditions, a copy of which may be obtained from Butterfield s website and which may be amended at Butterfield s sole discretion from time to time. 3. This/These account(s) is/are not being acquired in violation of any applicable law. 4. I/We confirm that the entity will comply with all present and future tax and exchange control laws, regulations and reporting requirements relating to its account(s) maintained at Butterfield. 5. The information provided in this form is complete and accurate to the best of my/our knowledge and belief. 6. I/We shall notify Butterfield immediately of any change in this information, including (but not limited to): (i) any change in the tax status of the entity or; (ii) any change in either the individuals that are beneficial owners of the entity or in their respective beneficial ownership interests. I/We shall cause the entity to supply Butterfield with an updated form together with any additional documentation that Butterfield, in its sole discretion, may reasonably request within 30 days of such changes occurring, and further understand and agree that any failure to do so shall entitle Butterfield to suspend the services it provides to the entity, up to and including the termination of any account provided. I/We authorise Butterfield, at its sole discretion, to provide a copy of this form and information regarding any account with Butterfield to: (i) any tax authority or party authorised on behalf of such authority; (ii) any person that has control, receipt, or custody of income of which the entity is the owner; or (iii) any party that can disburse or make payments of income of which the entity is owner. Signature Name of authorised signatory Position with respect to Date (dd/mm/yyyy) entity/organisation Signature Name of authorised signatory Position with respect to Date (dd/mm/yyyy) entity/organisation CORP Ver Page of 22

9 Declaration of tax status A separate form must be completed by every individual with an equity interest in excess of 10%. YOUR PERSONAL INFORMATION Full name: Permanent (residential) address: Mailing address (if different from permanent address): Telephone: (Home): (Work): (Mobile): (Fax): Date of Birth: Country of birth: Country of residence: Country of citizenship: Do you hold citizenship with another country? Yes No If Yes, please list countries below: Are you a resident for tax purposes of any country other than Cayman? Yes No If Yes, please list country(ies) of residence for tax purposes and corresponding social insurance/similar tax payer identification number (where applicable): Country Identification number BR44-14 Page 9 of 22

10 Declaration of tax status YOUR DECLARATION To enable Butterfield to confirm and document my tax status accurately (including, but not limited to, my tax status as a U.S. Person or Non-US Person for US federal income tax purposes), I hereby certify that: 1. The information provided in this Declaration is complete and accurate. 2. I am the beneficial owner of the account, or I am authorised to sign on behalf of the individual who is the beneficial owner of the account. 3. I will notify Butterfield immediately of any change in the personal information provided in this Declaration or in my circumstances relevant to this Declaration, and will provide Butterfield with an updated Declaration within 30 days of such a change occurring. I further understand and agree that any failure to do so shall entitle Butterfield, in its sole discretion, to terminate any account in which I have a beneficial interest. 4. I will comply with all tax and exchange control laws, regulations and reporting requirements imposed by any applicable jurisdiction relating to my accounts maintained with Butterfield. 5. I am currently a US person. 1 This assertion must be supported by a completed IRS form W-9 (accessible at OR I am not currently a US person, 1 and I will notify Butterfield should I become one. Please note that you may be required, under certain circumstances, to provide additional information/documentation confirming your tax status. 6. I authorise Butterfield, at its sole discretion, to provide a copy of this form and any information regarding any account with Butterfield to which I am a party to any tax authority or party that is authorised to act on behalf of such an authority. Signature Name (Print) Date (dd/mm/yyyy) BR a US Person is defined in Section 7701 (a) (30) of the Internal Revenue Code as a citizen or resident of the United States. A citizen generally means a person born or naturalised in the United States. A resident of the United States generally means (i) a lawful permanent resident, which includes the holder of a Green Card; (ii) an individual who meets a test indicating Substantial Physical Presence for the calendar year in the United States; or (iii) an individual who makes a valid election to be treated as a resident of the United States. If you are unsure whether you are a US Person, you should consult your tax adviser. Page 10 of 22

11 NEW ACCOUNT SIGNATURE CARD Name of Company: TO BE TYPED OR PRINTED SIGN BESIDE NAME Name Signature Name Signature Name Signature Name Signature Name Signature Name Signature Name Signature Name Signature Name Signature BR19-12 Page 11 of 22

12 RESOLUTION AUTHORISING BANK ACCOUNT, LOANS AND RELATED MATTERS I,, Secretary of a Company duly organised and existing under the Laws of and having its principal place of business at, HEREBY CERTIFY that the following is a true copy of resolution duly adopted by the Board of Directors of said Company at a Meeting thereof duly convened and held, on, at which a quorum was present and voting throughout and that such resolution is now in full force and effect, and is in accordance with the provisions of the charter and by-laws of said corporation. RESOLVED: 1. That this Company be and hereby is authorised to establish an account or accounts with Butterfield Bank (Cayman) Limited, Grand Cayman, for the purposes of buying, selling, paying or collecting bills of exchange or other instruments for the payments of money (which shall be deemed to have been unqualifiedly endorsed by this company whether or not actually so endorsed); issuing letters or credit, transmitting moneys by draft, cheque, SWIFT (Wire Transfer), or otherwise; borrowing money for which the assets of this company may be pledged as collateral security, and for any purpose incidental to the foregoing. 2. That if officer(s), designate office(s) only, for example, President, Treasurer, etc.; If person(s) other than officer(s) insert name(s). If two or more designated, indicate whether they are to sign singly, any two, jointly or otherwise be and hereby are authorised, from time to time, for and on behalf of this Company to open a Bank account or accounts with the Bank to endorse cheques, drafts, notes acceptable and other instruments and to make and sign cheques, drafts, notes acceptance and other instruments and orders with respect to any funds at any time to the credit of this Company with the Bank and against any accounts of this Company maintained at any time with the Bank, and that the Bank be and hereby is authorised to pay and debit the same to any account of this Company then maintained with the Bank, including such as may bring about an overdraft, without inquiry as to the circumstances of their issue or the disposition of their proceeds, whether drawn or endorsed to the individual order of, or tendered in payment of the individual obligations of, any officer or person signing the same, any other officers of this Company or otherwise, and to receive, as the act of the Company, reconcilements of accounts when signed by any of the above named officers or persons, or their appointees. 3. That if officer(s), designate office(s) only, for example, President, Treasurer, etc.; If person(s) other than officer(s) insert name(s). If two or more designated, indicate whether they are to sign singly, any two, jointly or otherwise be and hereby are authorised on behalf of this Company; (i) To authorise and request the Bank to purchase, exchange, sell, receive, deliver or otherwise deal in or with stocks, bonds and other securities for the account of this Company; (ii) To discount with the Bank notes, draft or other commercial paper, whether or not negotiable; (iii) To apply for letters or other forms of credit on any terms; (iv) To borrow money and to obtain credit or other accommodation from the Bank on any terms; (v) To pledge, mortgage, hypothecate, assign or otherwise create any lien upon any property real or personal of this Company as security for any loan, credit or accommodation from the Bank; (vi) To enter into any agreement relating to any general or specific transaction with the Bank; and in connection with any of the foregoing, in the name and on behalf of this Company to accept, receive, withdraw or waive notices, demands, protests, vouchers, papers or property and to make, execute and deliver such notes, obligation, guarantees, instruments, assignments, receipts, waivers, acquittances, indemnities or other agreements pertaining thereto as the officers or persons acting pursuant to this authorisation may in their discretion deem advisable. BR20-12 Page 12 of 22

13 RESOLUTION AUTHORISING BANK ACCOUNT, LOANS AND RELATED MATTERS 4. That the Secretary or Assistant Secretary of this Company be and hereby is authorised and directed to certify to the Bank the names of the present officers of this Company and other persons authorise to sign for it, and the offices respectively held by them, together with specimens of their signatures, and from time to time hereafter, as changes in such personnel are made, immediately to certify such changes to the Bank, and the Bank shall be fully protected in relying on such certifications and shall be indemnified and held harmless from any claims, demands, expenses, loss or damage resulting from, or arising out of, honouring any signature so certified or refusing to honour any signature not so certified. 5. That the Secretary or Assistant Secretary of this company be and hereby is authorised and directed to certify to the Bank that this resolution has been duly adopted, is in full force and effect and is in accordance with the provision of the articles and memorandum of association of this Company. 6. That any loan heretofore effected, any notes or other obligations evidencing the same, any withdrawals of money heretofore made, and any other transactions heretofore had on behalf of this Company with the Bank be and hereby are ratified, confirmed and approved, and that the Bank be and hereby is authorised to rely upon the authority conferred by this resolution until the receipt by it of a certified copy of a resolution of this Board of Directors revoking or modifying the same. 7. That all business conducted between this Company and the Bank be subject to the General Regulations and Conditions for conducting business with the Bank and that a copy of such current General Regulations and Conditions has been received and agreed to by the Company. I FURTHER CERTIFY that the following now occupy(ies) the (respective) office(s) designated in the above-quoted resolution and that the same is (are) duly qualified as such officer(s); NAMES TITLES OF OFFICES HELD: IN WITNESS WHEREOF, I have hereunto set my hand as Secretary of said Company and affixed the Company seal this day of,. AS SECRETARY OF THE SAID COMPANY (Company Seal - If Used) OTHER OFFICER OTHER OFFICER S TITLE BR20-12 NOTE: * In case the Secretary or other recording officer is authorised to sign cheques, notes, etc. by the above resolutions this certificate must ALSO be signed by a SECOND OFFICER of the corporation. ** Please initial the bottom of each page of this agreement/certificate. Page 13 of 22

14 General regulations and conditions for conducting business with Butterfield Bank (Cayman) Limited BR9-09 Butterfield Bank (Cayman) Limited (hereinafter referred to as the Bank), at its discretion, will render quarterly, semi-annual or annual statements. The customer may elect not to receive the statements by mail and to access them online via Internet instead. The Bank may elect not to return any cleared cheques unless specifically requested to do so by the customer. In addition to the agreed or usual interest charges and commissions the Bank will also charge its actual disbursements. Confirmation of the correctness of the balance implies approval by the customer, of all entries shown by the statement during the period covered. Interest and commissions accrue to the Bank in full. Disbursements, taxes and charges, etc. (domestic and foreign) are chargeable to the customer. The Bank reserves the right to demand payment from the customer of taxes which may be charged to the Bank subsequently. Objections to the account and securities statements must be received in writing by the Bank within four weeks from the day of the mailing of the statements or accessing the statements online and as to other advices or statements the time limits shall be ten days from the date of mailing or accessing the statements online, unless notification in the circumstances could usually be expected or is usual within a shorter period. Objections concerning execution or lack thereof of any and all instructions shall be lodged with the Bank by telephone, immediately upon receipt of the first respective advice or upon determination of non-execution and shall be confirmed by the customer subsequently in writing; as regards securities and foreign exchange transactions, objections shall be lodged prior to the opening of the next stock exchange session or foreign exchange trading session. Upon expiration of the time limits, account and securities statements advices, executions, nonexecutions, etc. shall be deemed to have been approved. All notifications by the Bank shall be deemed to have been properly made in all cases if they have been sent to the last address expressly given by the customer for this purpose or posted to the bank s secure online customer portal. Lack of postal instructions implies notification care of the Bank. Correspondence between the Bank and the customer shall be deemed to have been duly received as and when mailed to the last address given to the Bank by the customer or when posted to the Bank s secure online customer portal. The Bank is entitled, but is not obliged, to rely upon and act in accordance with any notice, demand or other communication which may from time to time be given by any verbal, telephone, facsimile or through the secure online customer portal if believed by the Bank to be genuine and to be presented or delivered by or on behalf of the customer, without incurring liability should it be false or there be any error or ambiguity therein. The customer understands and agrees that the Bank shall be permitted, at its sole discretion, to record communications with the customer for its own purposes, including, but not limited to, quality assurance, risk management and verification of instructions and that such permission shall not contravene or detract from any duty of confidentiality that may be owed by the Bank to the customer. All risks connected with the use of carriers, as well as telephone, electronic or satellite, especially loss, delay misunderstanding or mutilation shall be borne by the customer. Where various orders by customer exceed the balance or credit available to him, the Bank shall be entitled, at its discretion and without regard for the date of the orders or their receipt, to refrain from carrying out part or all of the orders. The Bank may terminate the customer relationship at any time by giving not less than one (1) month s notice in writing to the customer. The Bank may however terminate this business relationship with immediate effect in the event that (a) the Bank reasonably believes that the customer is in breach of its contractual obligations to the Bank under these Regulations and any other applicable agreement or (b) any regulatory or criminal investigation or action is taken against the customer; or (c) where the Bank reasonably believes that the interests of the Bank may be prejudiced or the Bank may be exposed to liability on account of the relationship; or (d) where the customer exhibits threatening or abusive behaviour towards the Bank s staff. The Bank shall at any time have the right to offset customer credit and debit balances, regardless of the currency in which they may be carried and without regard to maturity; the customer shall be entitled to the common law right of set-off. Where more than one person has signature rights, the Bank will consider each such person as having the right to sign singly, unless the customer gives different instructions in writing. Where special instructions concerning signature rights have been issued by a customer, he is required to notify the Bank expressly when such signature rights shall be terminated. The Bank verifies the signature by comparing it with the specimen on file. The Bank shall be entitled but not required to go beyond such verification. The Bank shall not be liable for consequences of forgery unless such forgery should through observance of due diligence have been readily detected. Customer s securities will be held in safe keeping and administered with the same care as the Bank s securities, subject to safe-custody fees. Securities acquired or delivered abroad, shall at the Bank s discretion be held of foreign correspondents considered in good standing except when the customer has given specific instructions to the contrary. All securities deposited in the name of the Bank but held for account of the customer of a foreign depository, shall be so held at the risk of the customer. The risk of fiscal and other (domestic and foreign) governmental measures, especially transfer restrictions, is borne by the customer. After the close of the calendar year the Bank will furnish to the owners of security deposits a list of the securities entrusted to it. The Bank will watch for redemptions, payments, subscription rights and presentation of coupons Page 14 of 22

15 General regulations and conditions for conducting business with Butterfield Bank (Cayman) Limited BR9-09 pertaining to securities deposited with it; however, insofar as this concerns foreign securities not quoted in the Cayman Islands but held in the Cayman Islands at the customer s instructions, the Bank must decline all liability. Claims for tax refund will only be made upon specific instructions from the customer. Credit balances in foreign currency are carried in the name of the Bank with well established foreign correspondents, but at the risk of the customer including the risk of possible fiscal and other governmental measures (domestic and foreign) especially transfer restrictions. For commercial letter of credit transactions and collections of commercial instruments, there shall be applicable the general rules and usages of the International Chamber of Commerce, subject to different local usages; as to transactions involving commercial documents the general rules and usages of the International Chamber of Commerce shall be applied mutatis mutandis. The Bank reserves the right at its discretion to postpone payment of cheques or withdrawals against uncleared effects which may have been credited to the customer account. Collections of drafts and similar negotiable instruments payable at secondary banking places as well as of drafts and similar negotiable instruments with short maturities will be handled without liability on the part of the Bank for timely presentation of protest. Obtaining acceptances for customers will be handled by the Bank without liability even when commissions and expenses are being charged therefore. For the honouring of cheques and drafts drawn on the Bank, the applicable special provisions shall govern. Coverage for drafts or promissory notes payable at the Bank shall be available to the Bank at the latest in the afternoon of the day prior to the due date. The Bank shall have the right to charge to the customer, whether or not funds are available, any cheques, notes, or drafts drawn on other banks negotiated by the customer of the Bank and returned due to dishonour, stop payment, forgery or any other reason. For stock exchange orders the applicable local rules shall govern. For end of account or term transactions of customers, the Bank shall be responsible only if instructions have been received prior to the opening of the exchange on the setting day and where the contract is to be taken up, only if sufficient coverage is available. Legal relations and place of jurisdiction between Bank and customer shall be governed by the laws of the Cayman Islands. Where in a transaction for account of a customer, the law of a foreign country applies; such law shall also govern the relationship between the bank and customer. Performance shall be at George Town, in the Island of Grand Cayman, one of the said Cayman Islands. Supplemental conditions, for Accounts carried on an overdraft basis: Extension of credit may be revoked at any time by the Bank, and claims including current account claims are due at any time, subject to specific arrangements to the contrary. The Bank is entitled at its discretion either to debit the customer with drafts endorsed and made payable to the Bank in the course of business and subsequently not met, or to present such draft plus interest, commissions and disbursements to any acceptor regardless of any existing account arrangements. The Bank has a lien on all securities, domestic and foreign currencies, gold bars, claims and other assets including all related revenues, subscription rights etc. which the Bank may hold now or in the future for account of the customer or may be holding or administering elsewhere. Securities other than bearer shares are hereby assigned to the Bank by way of pledge. The customer undertakes to comply with all formalities which the Bank may deem necessary to establish and to enforce the lien or pledge immediately upon demand. Insofar as life insurance policies are pledged, the customer undertakes to make regular and timely payments of premiums. He consents to the Bank making these payments on his behalf for his account and to notification to the insurance company of the assignment. The lien serves to secure all claims which the bank may have now or may have in the future, on whatever legal grounds these may be based and applies both to the principal of these claims as well as to the applicable interest, commissions, expenses, etc. The Bank is entitled to demand coverage or increased coverage, whenever in the opinion of the Bank the margin or the ratio of margins is no longer present in the desirable proportion. This also applies to future transactions. It shall be considered also as reduction in value if, as a result of governmental blocking of securities or other governmental actions there are material difficulties in the realisation or transfer of the proceeds. In case where such request is not met within the prescribed time limit, the entire claim shall become due. As to the giving of notice, realisation and collection of pledged securities receivables, etc. the Bank shall be authorised but not obliged to do so. The Bank shall be entitled in case of pledging of receivables to notify the third-party debtor. Where the customer does not comply with the requirements of providing coverage or additional coverage or repayment of the debt on maturity or in the fulfilment of required formalities within the prescribed limit, the Bank shall have the right without further formalities at its discretion and without liability, to sell privately the pledged assets, to the extent required in order to liquidate its claims, either immediately or later even before the due dates, and where necessary to cover short positions through repurchases. Unless otherwise stated, the Bank reserves the right to change, amend or add to these Regulations or any further terms and conditions applicable to the customer relationship without giving prior notice. The Bank will give notice to Page 15 of 22

16 General regulations and conditions for conducting business with Butterfield Bank (Cayman) Limited the customer either directly in writing by post or by posting notification in the Bank s branches and on the Bank s website. Continued use of the accounts, products and services will be considered your acceptance of such amendments to the Regulations or terms and conditions. The Bank reserves the right to transfer or retain any information in relation to the customer and the relationship, account, product or service whether within or outside the Cayman Islands in such manner as it shall, in its absolute discretion, consider appropriate, and reserves the right to engage such agents, whether within or outside the Cayman Islands as, in its absolute discretion, it shall consider appropriate to fulfill its duties more efficiently or for the purpose of complying with its obligations pursuant to applicable laws and regulations. Accordingly, where the Bank deems necessary for business purposes, the Bank may need to transfer or disclose such information to counterparties, affiliates and third parties or where compelled by law or regulatory procedure, to regulators and enforcement agencies. The customer understands and agrees that the Bank may disclose any information held by it in relation to the customer and the relationship, account, product or service whether or not confidential in nature; 1. to the Banks counterparties, affiliates, professional advisers or other service providers whether within or outside the Cayman Islands, where the Bank considers such disclosure necessary or appropriate for business purposes or to enable it to properly and efficiently fulfill its duties; or 2. where such disclosure is required by any applicable law or order of any court of competent jurisdiction or pursuant to any direction, request or requirement (whether or not having the force of law) of any central bank, governmental or other regulatory or taxation agency authority with appropriate jurisdiction and pursuant to due legal process. The words I, he, we, it, customer, depositor and other terms of like import shall mean an individual, partnership, firm, association or corporation, as the context and the form of the party signatory may require. The customer understands and agrees with the terms and conditions herein and shall accept them by executing the relevant account product or service agreement to which these terms and conditions relate. BR9-09 Page 16 of 22

17 P.O. Box 705 Grand Cayman KY1-1107, Cayman Islands Butterfield Online Business Banking Application Business details Company name: address: Type of Administrator rights The Administrator s role is to set up business users and assign access rights and accounts, as well as manage the Butterfield Online service on behalf of the company. Select from one of the options below whether you wish for Administrators to act independently or to have all administrator actions authorised by a second administrator: Business Administrators act independently Indicate how you wish to receive your Butterfield Online user ID and password: I would like to visit the following Branch for local pickup: Business Administrators need authorisation (Sets mandatory dual authorisation) or send by (overseas customers): Registered mail (no cost) Courier e.g. Fedex (charges apply) Mail or courier address: Business Administrator details 1. Name: address: 2. Name: address: 3. Name: address: 4. Name: address: 5. Name: address: A I,, Secretary of Ltd./Limited), a Company duly organised and existing under the laws of the Cayman Islands and having the principle place of business in, HEREBY CERTIFY that the following is a true copy of resolution duly adopted by the Board of Directors of said Company at a meeting thereof duly convened and held on,at which a quorum was present and voting throughout and that such resolution is now in full force and effect, and is in accordance with the provisions of the Memorandum and Articles of Association of the Company. Resolution Authorising Online Banking B I,, authorised signatory of (The Business), having its office at, HEREBY CERTIFY that I am an authorised signatory of The Business and that the following is a true representation to the Bank. I / We request Butterfield Bank (Cayman) Limited to activate the use of Butterfield Online Internet Banking Service ( The Service ) or the accounts specified in the Schedule of this application form. I/We have read, agree to and will comply with the with the terms and conditions of the service as detailed in the Butterfield Online Business Banking Agreement. I/We have completed the Company s/business Resolution Authorising Online banking on the Bank s standard form herewith. Authorised Signature Date Authorised Signature Date Authorised Signature Date BR27-07 Authorised Signature Date Information Classification: Public Butterfield Bank (Cayman) Limited. Continued overleaf Page 17 of 22

18 Butterfield Online Business Banking Application (continued) Resolved 1 That this Company/Business be and hereby is authorised to operate the Company's/ Business' account or accounts with Butterfield Bank (Cayman) Limited, Butterfield Money Market Fund Ltd. - USD, Butterfield Money Market Fund Ltd. - CAD, Butterfield Money Market Fund Ltd. - GBP, Butterfield Money Market Fund Ltd. - EURO, Butterfield Liquid Reserve Fund Ltd., Butterfield US$ Bond Fund Ltd., Butterfield Capital Appreciation Bond Fund Ltd., Butterfield International Income Fund Ltd., Butterfield Equity Fund Ltd., Butterfield Asia Fund Ltd., Butterfield Select Fund, Butterfield International Balanced Fund USD, Butterfield International Balanced Fund STG and/or Butterfield Global Blue Chip Fund, Grand Cayman, (together, the Bank ) that are specified in the Butterfield Online Application form (each a Service Account ) using the Bank's electronic banking service called Butterfield Online on the terms of the Butterfield Online Corporate/ Business Banking Agreement. 2 That (Appointing User Administrator - specify name(s)) (If officer(s), designate office(s) only, for example, President, Treasurer, etc.; If person(s) other than officer(s) insert name(s)). be and hereby are authorised, from time to time, for and on behalf of this Company/Business to act as Business Administrator in respect of the Company's/ Business' account or accounts operated by Butterfield Online with full authority to operate any Service Account in accordance with the Butterfield Online Business Banking Agreement and the Butterfield Online Tutorial including without limitation to appoint any other User pursuant thereto and to specify the authorisation level of that User within Butterfield Online in respect of each Service Account. 3 That (Person(s) authorised to sign Online Application) (If officer(s), designate office(s) only, for example, President, Treasurer, etc.; If person(s) other than officer(s) insert name(s)). be and hereby are authorised on behalf of this Company/Business: To execute the Butterfield Online Application for and on behalf of the Company/Business and to deliver the same to the Bank; and to execute the Butterfield Online Business Banking Agreement for and on behalf of the Company/Business and to deliver the same to the Bank; to enter into any agreement relating to any other general or specific transaction with the Bank; and in connection with any of the foregoing, in the name and on behalf of this Company/Business to accept, receive, withdraw or waive notices or demands and to make, execute and deliver such receipts, waivers, indemnities or other agreements pertaining thereto as the officers or persons acting pursuant to this authorisation may in their discretion deem advisable. 4 That the Secretary or Assistant Secretary of this Company/Business be and hereby is authorised and directed to certify to the Bank and names of User Administrator authorised to sign for it, and the offices respectively held by them, together with specimens of their signatures, and from time to time hereafter, as changes in such personnel are made, immediately to certify such changes to the Bank, and the Bank shall be fully protected in relying on such certifications and shall be indemnified and held harmless from any claims, demands, expenses, loss or damage resulting from, or arising out of, honouring any signature so certified or refusing to honour any signature not so certified. 5 That the Secretary or Assistant Secretary of this Company/Business be and hereby is authorised and directed to certify to the Bank that this resolution has been duly adopted, is in full force and effect and is in accordance with the provision on the Memorandum and articles of Association of this Company/Business. 6 That any resolution authorising the opening of any Service Account with the Bank and all agreements concerning the operation of such Service Account shall be modified only to the extent provided herein or by the Butterfield Online Business Banking Agreement, and that the Bank be and hereby is authorised to rely upon the authority conferred by this resolution until the receipt by it of a certified copy of a resolution of this Company/Business revoking or modifying the same. 7 That all business conducted between this Company/Business and the Bank be subject to the General Regulations and Conditions for conducting business with the Bank subject to the Butterfield Online Business Banking Agreement and that a copy of such Regulations and Conditions be duly received and agreed to by the Secretary of this Company/Business. 8. That the User Administrator be and hereby is authorised from time to time for and on behalf of ( Company/Business ) to access and operate the account or accounts of ( Client ) operated by Butterfield Online directly from the User Administrator s own Service Account in accordance with the Butterfield Online Business Banking Agreement and the Butterfield Online User Guide. I FURTHER CERTIFY that the following now occupy(ies) the (respective) office(s) designated in the above-quoted resolution and that the same is (are) duly qualified as such officer(s); Names: Titles of Offices Held: Names: Names: Names: Titles of Offices Held: Titles of Offices Held: Titles of Offices Held: IN WITNESS WHEREOF, I have hereunto set my hand as Secretary of said Company and affixed the Company seal (if adopted). AS SECRETARY OF THE SAID COMPANY/BUSINESS* OTHER OFFICER: OTHER OFFICER'S TITLE: DATE: (Company Seal) *Note: In case the Secretary or other recording officer is authorised to act as Business Administrator by the above resolutions this certificate must ALSO be signed by a SECOND OFFICER of the Company. FOR BANK USE ONLY BR27-07 Accs. verified I. Enabled To branch Input by Chk'd by Information Classification: Public Butterfield Bank (Cayman) Limited. Page 18 of 22

19 BUTTERFIELD ONLINE BANKING AGREEMENT 1. DEFINITIONS: 1.1 In this Agreement the following terms shall have the corresponding definitions: Agreement means this Personal Banking Agreement as supplemented by the Schedule of Fees and the Online Tutorial. Application means the Butterfield Online Personal Banking Application submitted by the Client to the Bank requesting the Service in respect of the Service Accounts. Authorised User ID and Password means any User ID and password assigned by the User Administrator to each authorised User of the Service (which password may be amended by the Client from time to time) to allow access to the Service. Butterfield, Bank, we, us and our means Butterfield Bank (Cayman) Limited, Butterfield Money Market Fund Ltd. USD, Butterfield Money Market Fund Ltd. CAD, Butterfield Money Market Fund Ltd. GBP, Butterfield Money Market Fund Ltd. Euro, Butterfield Liquid Reserve Fund Ltd., Butterfield US$ Bond Fund Ltd., Butterfield Capital Appreciation Bond Fund Ltd., Butterfield International Income Fund Ltd., Butterfield Equity Fund Ltd., Butterfield Asia Fund Ltd., Butterfield Select Fund, Butterfield International Balanced Fund USD, Butterfield International Balanced Fund STG and/or Butterfield Global Blue Chip Fund. Butterfield Online, the Service, electronic banking service means the service which provides access to the Bank s computer system and enables clients access to, including giving instructions on, their own accounts with the Bank. Client, Account Holder, you, user(s) means the customer(s) applying to use Butterfield Online. Client User ID and Password means the User ID and password provided by the Bank to the Client pursuant to the Application (which password may be amended by the User Administrator from time to time) to allow access to the Service. Service Account means any account that may be an account of the Client with Butterfield, as specified in the Schedule to the Application (or any other document), which the Client wishes to access using the Service. Schedule of Fees means the schedule published by the Bank from time to time specifying the Bank s fees for services including Butterfield Online. User means any account holder of the Service Account authorised to operate any Service Account. User Administrator means the individual(s) delegated by the Client in the Application who is responsible for assigning Authorised User IDs and Passwords, as well as assigning authorisation levels to Users. Online Tutorial means the Online Tutorial published by the Bank for use of Butterfield Online (as amended by the Bank from time to time). 2. AGREEMENT FOR PROVISION OF SERVICE 2.1 This Agreement provides the only and full understanding of the terms and conditions for use of the Service. No waiver, alteration or modification shall be binding unless in writing and approved by the Bank. Neither the course of conduct of the Client nor trade usage shall act to modify or alter any provision of this Agreement. 2.2 The Client may not assign this Agreement without prior written consent of the Bank. If any part of this Agreement is held invalid, the remaining parts will continue to be valid and enforceable. 2.3 This Agreement shall be for the exclusive benefit of the Bank and the Client. 2.4 Operating parameters, hours of service, and deadlines are described in the Online Tutorial. The Bank may amend the Online Tutorial at any time. The Client s continued use of the Service subsequent to the issue of any amendments shall constitute acceptance of the amendments. 2.5 Where the Bank is a party to a dispute, the electronic records retained by the Bank shall (save in the case of fraud or manifest error) serve as the sole and accurate record of the events and shall be admissible in a court of law as such, with equal evidentiary value as a duly authorised paper document. 2.6 The Bank reserves the right to cancel this Agreement with immediate effect in the event that legal, regulatory, or other governmental decisions or developments would or might, in its sole opinion, preclude the Bank from providing the Service. 2.7 The Bank may, at its absolute discretion and with immediate effect, suspend services should the Bank, in its sole opinion, consider that activity has occurred which constitutes fraudulent use of Butterfield Online, attempts to perpetrate fraud through Butterfield Online, violates regular account operation rules and regulation, Bank policy, or Cayman Islands Law; and the Bank shall not be obliged, in any such case, to specify the precise nature of its concerns, but may simply make reference to this clause. 3. AUTHORISATION & SECURITY 3.1 The Client authorises the Bank to act upon instructions received through the Service for the transfer of funds or other Bank services in accordance with the Bank s operating procedures, rules and guidelines (as may be amended from time to time). Any action taken by the Bank on such instructions will have the same legal effect and will bind the Client as fully and effectively as if they had been given in writing and signed by the Client. 3.2 The Bank will provide the Client with a single Client User ID and Password to obtain access to the Service. Such Client User ID and Password may be shared between account holders or one account holder may be delegated the role of User Administrator. The User Administrator may provide separate Authorised User ID and Password to any other joint-account holder for access to the Service. 3.3 The Client understands and agrees that they alone are solely responsible for the selection, use, confidentiality, and protection of passwords and identifiers. The Bank may, at its sole discretion, deny access to the system for security reasons. 3.4 No confirmation is required by the Bank from the Client on properly authorised transactions or instructions sent from the Client to the Bank using the Service. 3.5 The Client confirms that authorised Users of this Service shall be restricted to the joint-account holders of the account only. Further all account holders confirm and agree that any special signing or authorisation requirement applicable for paper based transactions and instructions will not be applicable when using the Service. 3.6 All Bank products and services accessed through the Service will continue to be operated according to their individual ordinary agreements, rules and guidelines, (including fee schedules), as amended by the Bank from time to time. However, section 3.5 overrides any existing mandates, authorities and arrangements you have with the Bank on your existing accounts. 3.7 The Client will report to the Bank in a timely manner in writing, any suspected breach in the Client s security through access to the Service. Such notice will be effective when received by the Bank. The Bank is not liable for any loss that occurs should there be a breach in the Client s security prior to receipt of notice of the breach by the Bank. The Client is solely responsible for advising the Bank to (a) Page Page 19 of of 222

20 BUTTERFIELD ONLINE BANKING AGREEMENT (continued) Block users from access to Butterfield Online, and (b) Add and/or remove Service Accounts. Such advice shall be in writing to the Bank and signed by all parties to the account or through the Secure Messaging option via Butterfield Online. 4. JOINT ACCOUNT HOLDER(S) 4.1 Joint account holders will be provided with one Client User ID and Password for access to the Service. One account holder may act as User Administrator as indicated in clause 3.2 above. 4.2 All account holders will sign the Butterfield Online Application Form to confirm joint agreement to use the Service as well as joint agreement to these terms and conditions herein. 5. CONFIDENTIALITY 5.1 The Bank will take all commercially reasonable precautions to ensure the confidentiality of the Client s files, records and data. The User will hold all information, documentation, and specifications relating to the Service as being confidential and proprietary to the Bank. The User agrees that it will at no time during the term of this agreement or after its termination disclose or otherwise transmit, directly or indirectly, any such information to any third party without the prior written consent of the Bank. These obligations of confidentiality do not apply to necessary disclosure to auditors in the course of audit, to any governmental agency under any statutory obligations, where required by law, and/or where such information is already in the public domain. 6. LIMITATIONS & LIABILITY 6.1 The Bank is not liable for acts of God, machine or system breakdown or malfunction, interruption or malfunction of telecommunications, electrical power or other third party services (including but not limited to Internet Service Providers or Internet Browser software), labour difficulties, or any other cause beyond its reasonable control. The Bank will take reasonable care in performance of its obligations under this Agreement. In no event will the Bank be liable for indirect, special or consequential damages, even if it is advised of the possibility of such damages. 6.2 Under no circumstances will the Bank authorise any of its employees to install, maintain, or otherwise modify any of the Client s equipment, hardware or software. The Bank will under no circumstances be liable for the performance of the Client s hardware, software, or telecommunications services. 6.3 The Bank will not be liable for the insolvency, neglect, misconduct, mistake, default or actions or inaction of any third party, including but not limited to charges imposed or other action taken by a payee or merchant resulting from a late or missed payment, such as applicable finance charges and late fees. 8.3 If the User accesses the Service from a country outside of the Cayman Islands, the User/Company shall be responsible for complying with the laws and regulations of that country. 9. NOTICES 9.1 Any notice or communication under or in connection with this Agreement (other than the options available electronically through Butterfield Online) shall be in writing and shall be delivered personally or shall be sent by fax or by registered post as follows: To the Bank at: Butterfield Place 12 Albert Panton Street, P.O. Box 705 Grand Cayman KY1-1107, Cayman Islands. Fax: Attn: Electronic Banking Department To the Client at: The address specified in the Application. Or at such other address as the parties notify to the others. 9.2 Proof of faxing, delivery or posting shall be deemed to be proof of receipt: (a) (b) (c) in the case of a notice or communication faxed, on the day it is faxed if faxed before 5:00pm on a day when banks are ordinarily open for business in the Cayman Islands or otherwise on the next such day; in the case of a notice or communication personally delivered, on the date of delivery; and in the case of a notice or communication sent by registered post, on the third day after posting. 10. TERMINATION OF SERVICE 10.1 The Service may be suspended or terminated at the discretion of the Bank The Client may terminate use of the Service by sending written instructions to the Bank. 11. GOVERNING LAW & JURISDICTION 11.1 The construction, validity, and performance of this Agreement will be governed by Cayman Islands Law. The Client submits to the non-exclusive jurisdiction of the Cayman Islands Courts. 7. REVISIONS & IMPROVEMENTS TO THE SERVICE 7.1 The Bank reserves the right to make changes in the rules of operation, accessibility, security procedures and provisions, type and location of Service resources, administration, features and functionality. 8. EQUIPMENT & SOFTWARE 8.1 The Client alone is solely responsible for the expense, installation, upgrade and maintenance of all hardware, software, and provision of telecommunications used to access the Service. 8.2 The User acknowledges that it does not own any copyright or other intellectual property rights in the Service and is subject to the conditions of confidentiality specified in clause 5 above. Page Page 202 of of 222