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DECLARATION OF TRUST

With Special Power of Attorney

KNOW ALL MEN BY THESE PRESENTS:

WHEREAS, __ (name of buyer) ___, of legal age, with address at


_________Philippines, hereinafter referred to as the TRUSTEE, is a
shareholder of BRICKHOUSE ENTERTAINMENT AND LEISURE RESORT
CORPORATION.

WHEREAS, ________________ SHARES OF STOCK of the capital stock of


Brickhouse Entertainment and Leisure Resort Corporation, with a par value of One
Hundred Peso (100.00 Peso) per share, with an aggregate value of
____________________________, have been assigned to _ (name of buyer)____
for the purpose of appointing him as a member of the Board of Directors of
______________________________________________________.

WHEREAS, the said _____________________ are being held by __ (name


of buyer)__ in trust for ______________________ of legal age and with addresses
at____________________________, hereinafter referred to as the TRUSTORS.

NOW THEREFORE, the relationship of TRUSTEE and the TRUSTOR


with respect to the Shares shall be governed by the following conditions:

1. TRUSTEE holds legal title to the Shares for and in behalf of the
TRUSTOR who is the true and beneficial owner thereof. Any and all
payments made by TRUSTEE on the Shares, including, but not limited
to, the subscription payments thereof, were funded by, and made in
behalf and for the benefit of, the TRUSTOR.

2. All dividends, whether cash, stock or property, rights and other fruits or
avails accruing to or on the Shares shall be for the account and benefit
of TRUSTOR, and accordingly, TRUSTEE shall deliver the same to
TRUSTOR or to whoever the latter may designate.

3. Custody of the stock certificate covering the Shares duly endorsed by


TRUSTEE shall remain with TRUSTOR.

4. TRUSTOR shall hold TRUSTEE free and harmless from any liability,
whether for taxes or otherwise, that may arise as a result of TRUSTEEs
holding title to the Share.

5. TRUSTEE shall be authorized to act only on written instructions directly


received from TRUSTOR.

6. The agreement that the TRUSTEE is merely holding the mentioned


shares for the TRUSTOR shall automatically terminate upon the death
or incapacity of TRUSTEE. The shares shall not in any event go to the
estate of the TRUSTEE. The TRUSTOR may at any time and for
whatever reason terminate this relationship with or without notice to
the TRUSTEE. The Corporate Secretary shall immediately cancel the
stock certificate issued in TRUSTEEs name covering the Shares, and
issue in lieu thereof new stock certificates in the name of TRUSTOR
and/or other nominee/ or persons.

- over -
Declaration of Trust. . .

7. TRUSTEE shall not do any act challenging or impugning the beneficial


ownership of TRUSTOR of the Shares, or which is otherwise detrimental
to TRUSTORs interests hereunder.

8. The TRUSTEE shall not sell, transfer, assign or pledge his shares of
stocks or a portion thereof or percentage thereof without the consent or
approval of the TRUSTOR.

9. TRUSTEE shall not exercise, in relation to his existing stocks, any right
of first refusal on succeeding stocks called for subscription, unless the
TRUSTOR allows the same.

10. This acknowledgment of the status of TRUSTEE shall be binding upon


TRUSTEEs heirs, executors, administrators and other successors-in-
interest.

IN WITNESS WHEREOF, we have hereunto set our hand this day of


____of ______ 2016 at the City of ___________, Philippines.

_________________________________ ________________________________
Name of Buyer
Trustee TRUSTOR

Signed in the presence of:

_________________________ ______________________

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Declaration of Trust. . .

ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES )


CITY OF __________ ) SS.
x --------------------------------------------------- /

BEFORE ME, a Notary Public, this _____________ 2016 in _______ City,


personally appeared:

Names Comm. Tax Cert. No. Date of Issue Place of Issue


/Passport No.

known to me and to me known to be the same persons who executed the


foregoing document and that they acknowledged to me that the same is their
free and voluntary act and deed.

This Declaration of Trust, which consists of three (3) pages including this
page where this acknowledgment is written, has been signed on each and every
page thereof by the parties and their witnesses.

WITNESS MY HAND and SEAL, at the date and place first above-
written.

Doc. No. ____;


Page No. ____;
Book No. ____;
Series of 2016.

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