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Scope of Services: Carta Corporate Secretarial (Luxembourg-Hosted)

Carta will provide the following services for entities under contract for Corporate Secretarial Services:

GENERAL CORPORATE SECRETARIAL *

I. Setup and Maintenance

Carta’s Corporate Secretarial Services can assist you with the following actions:

  • Registrar fund registration

  • Bank account opening

  • Maintenance of statutory registers (Register of Members)

  • Share Transfers

  • Preparation and submission to the Commission de Surveillance du Secteur Financier (CSSF) of statutory forms to update any information concerning the fund

  • Preparation of annual reporting to Banque Central of Luxembourg

  • Change of financial year end

  • AML/CTF statutory audit report

Disbursements and government fees

You are responsible for:

  • As to share transfer related matters, providing us with the signed documents that Carta will be preparing at least 14 business days from effective date

  • Audit

*Carta may partner with a third-party to provide certain services in order to comply with local laws and regulations.

II. TRANSFER AGENCY

Carta’s Corporate Secretarial Services can assist you with the following actions:

  • Provide support to service providers and regulators to comply with local requirements

  • Maintain Fund’s register of members/partners

  • Enter on the register every allotment, issue, transfer, conversion, redemption and/or purchase of interests along with the names and addresses of each Investor and the number of interests in each class held by such Investor

  • Make the register available for inspection and supply copies of the register, in accordance with the instructions from authorized persons of the Fund

  • During Carta's business hours: Permit the auditor, and any duly appointed agent or representative of the Fund to inspect the register and any other Fund records required by this engagement to be kept by Carta

Necessary documents or information you will provide Carta (1):

  • Provide Service Agreements, invoices or other information needed

To discuss any services that are outside the scope addressed above, please talk to your Carta representative.

III. ADDITIONAL SERVICES

Carta will assist with the following additional Corporate Secretarial Services:

Striking-off ($500 one-time fee*)

Carta will:

  • Support customer with the preparation of striking-off documentation and coordinate execution of documents

  • Monitor the status of the striking-off application

    • Should there be no objection received from creditors/regulatory bodies who can reject to the striking-off of the company, the company will be struck-off the register

You will:

  • Make sure that all striking-off criteria are met and the fund's bank account has been closed with no existing assets and liabilities, no ongoing court procedures or outstanding debts to regulatory bodies.

*Any disbursements relating to the strike-off are excluded from this fee

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(1) Additional documentation or information may be required by Carta as circumstances warrant.

DISCLOSURE: This communication is being sent on behalf of Carta Investor Services, Inc. and its affiliates (“Carta”), an affiliate of eShares, Inc. dba Carta, Inc. Certain transactional fees may apply. This communication is not to be construed as legal, financial, accounting or tax advice and is for informational purposes only. This communication is not intended as a recommendation, offer or solicitation for the purchase or sale of any security. Carta does not assume any liability for reliance on the information provided herein.