A Beneficial Owner is an individual who, directly or indirectly, either:

·        exercises Substantial Control over the company, or

·        owns or controls at least 25% of its Ownership Interests.

Substantial Control

Individuals with Substantial Control could include:

1. A Senior Officer (such as the President, CEO, CFO, COO, General Counsel, or other role with similar powers).

2. An individual with the ability to appoint or remove a Senior Officer or a majority of the Board of Directors or similar body.

3. An individual who directs or has substantial influence over important decisions of the company, including the nature, scope or attributes of the business, transfer or lease of assets, major expenditures or investments, budgets, equity, debts, business lines or geography, reorganizations, dissolutions, mergers, compensation or incentive plans, significant contracts, or amendments to governing documents.

4. An individual who otherwise has any other form of substantial control.

Ownership Interests

When determining Ownership Interests, consider all forms of ownership, such as:

·        equity

·        stock

·        voting rights

·        certificates

·        subscriptions

·        shares

·        joint ventures

·        units

·        profits or capital interests

·        convertible instruments, options, futures, warrants, puts, calls, straddles, contracts, or other rights or arrangements (treating all such rights as having been fully exercised)

·        any other similar contract or right

Ownership Interests include direct, joint, and indirect ownership, including as a trustee or beneficiary of a trust, through an intermediate company or other entity or through a contractual, nominee, custodian, agency, or other arrangement), as well as corporate voting rights.

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