The International Business Companies Act of 1990 makes various provisions relating to the management and administration of an International Business Company (IBC). One of these provisions sets forth that an IBC shall be managed by a Board of Directors consisting of at least one Director. The Director is appointed through a resolution by the Subscribers to the Articles and Memorandum of Association. The Subscribers (whom are agents of Travelers Holdings Ltd.) are those persons that formally state the desire to form an International Business Corporation through the submission of the Articles and Memorandum of Association to the Registrar General's office. While the Director is "appointed" through resolution by the Subscribers, it is the shareholders of the IBC who select the person(s) they desire appointed as Director.

All acts undertaken by the company are effected by resolution; typically the Director's Resolution. As a shareholder of an IBC, you may desire to avoid the potential scrutiny of serving in the capacity of Director. For such circumstances, Nominee Director services for the operation of your Bahamas corporation are available through this firm. When selecting the Nominee Director service a contractual arrangement is entered into between the Client and the Nominee so as to protect the interests of both parties. The annual fee for Nominee Director services is US$350. The Nominee Director fee for passing a resolution is US$50. Copies of all resolutions must be kept at the company's registered office in the Bahamas in accordance with the International Business Companies Act.

One of the primary considerations in operating the IBC is the establishment of the Corporate bank account. If you choose not to establish signatory authority over the foreign account, you may choose to have the Nominee Director open the Corporate account with his authorized signature. When utilizing the Nominee Director for operating the bank account, the following procedures must be followed. For outgoing wire transfers, instructions must be submitted in writing to the Nominee Director with accurate routing instructions and your authorizing signature so that this firm may verify the authenticity. Instructions may be submitted via facsimile. You will receive confirmation once the wire instructions have been forwarded to a major money center bank by the Nominee Director. Once the transaction has been executed, you will receive notification from this firm. For incoming wire transfers, simply provide the originating bank with the appropriate routing instructions, sample instructions are provided herein. The proper routing instructions for executing a wire transfer of funds to a Bahamas IBC with corporate account established at a major money center bank are as follows:

Transfers from ABA institutions (US and Canada):
Forward to:
Barclays Bank Plc
75 Wall Street, New York, NY
New York Branch,
ABA #026 002 574

For further credit to: Barclays Bank Plc
Bay Street Branch
Nassau, The Bahamas
In Favor of: A Sample Company, Ltd.
Acct. No.: 1234-567

Transfers from non-ABA institutions (non-US/Canada):
Forward to:
Barclays Bank Plc
Bay Street Branch
Nassau, Bahamas
Swift Code: BARCBSNS
In Favor of: A Sample Company, Ltd.
Acct. No.: 1234-567

The Director wire service fee is US$35 per transaction (no fee for incoming transfers). Special requests other than resolutions or wire transfers begin at US$100 per hour. Travelers Holdings Ltd. fully guarantees all actions taken by its officers in conjunction with services performed in the capacity of Nominee Director.