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HomeMy WebLinkAbout968849RECEIVED 1/4/2013 at 10:20 AM RECEIVING 968849 BOOK: 802 PAGE: 91 JEANNE WAGNER LINCOLN COUNTY CLERK, KEMMERER, WY MEMORANDUM OF TRUST ORIGINAL OOOY! KNOW THAT, Evan H. Pope and Dotty Jo Pope hereby present this Memorandum of Trust, in lieu of providing a copy of the trust instrument, to establish the existence and terms of the trust as set for below. 1. Purpose of Memorandum of Trust. The purpose of this Memorandum of Trust is (1) to certify the existence of Evan H. Pope and Dotty Jo Pope Living Trust (the "Trust and identify the powers of the Trustee, and (2) to summarize some the more important provisions of the Trust so the Trustee can deal with third parties, such as financial institutions, stock transfer agents, brokerage houses, insurance companies, and others, without disclosing all of the provisions of the Trust, which is a private and confidential document. 2. Creation of the Trust. Evan H. Pope and Dotty Jo Pope, husband and wife, having an address at 137 Snyder Spring Lane, Cokeville, Wyoming 83114, as Grantors, created the Trust, known as the Evan H. Pope d Dotty Jo Pope Living Trust, by executing a Declaration of Trust, dated December 2012 (the "Declaration of Trust The Trust continues in existence. 3. Trust Revocable. The Trust is revocable. The Grantors reserved the right to revoke, amend or modify the Declaration of Trust during their lives. The Trust has not been revoked, modified or amended in any manner that would cause the representations contained in this Memorandum of Trust to be incorrect. 4. The Trustee. The Declaration of Trust names Evan H. Pope and Dotty Jo Pope, having an address as aforesaid, as trustees (collectively referred to as the "Trustee The Declaration of Trust names Evan Leon Pope, having an address at 105 Cattle Drive, Cokeville, Wyoming 83114, as successor trustee (referred to as the "successor Trustee 5. Powers of the Trustee. The Declaration of Trust provides that the Trustee, in addition to and without limitation of the powers conferred on trustees under the Wyoming Uniform Trust Code, as amended or any successor thereto, or otherwise provided by law, shall have the following powers: (a) To retain such property for any period, whether or not the same is of the character permissible for investments by fiduciaries under any applicable law, and without regard to the effect any such retention may have upon the diversity of investments; (b) To sell, transfer, exchange, convert or otherwise dispose of, or grant options with respect to, such property, at public or private sale, with or without security, in such manner, at such times, for such prices, and upon such terms and conditions as the Trustee may deem advisable; (c) To invest and reinvest in common or preferred stocks, securities, limited liability companies, investment trusts, mutual funds, regulated investment companies, bonds and other property, real or personal, foreign or domestic, including any undivided interest in any one or more common trust funds, whether or not such investments be of the character permissible for investments by fiduciaries under any applicable law, and without regard to the effect any such investment may have upon the diversity of investments; however, the aggregate return of all investments of the Marital Deduction Trust shall be reasonable in light of then existing circumstances; (d) To render liquid the trust estate or any trust created hereunder in whole or in part, at any time and from time to time, and to hold unproductive property, cash or readily marketable securities of little or no yield for such period as the Trustee may deem advisable; (e) To lease any such property beyond the period fixed by statute for leases made by fiduciaries and beyond the duration of any trust created hereunder; (f) To join or become a party to, or to oppose, any reorganization, readjustment, recapitalization, foreclosure, merger, voting trust, dissolution, consolidation or exchange, and to deposit any securities with any committee, depository or trustee, and to pay any fees, expenses and assessments incurred in connection therewith, and to charge the same to principal, and to exercise conversion, subscription or other rights, and to make any necessary payments in connection therewith, or to sell any such privileges; (g) To form one or more corporations or limited liability companies, alone or with any person, in any jurisdiction, and to transfer assets to any new or existing corporation or limited liability company in exchange for stock or membership interests; to form one or more partnerships with any person in any jurisdiction, to have any trust or a nominee be a general or limited partner, and to transfer assets to any new or existing partnership as a capital contribution; to enter into one or more joint ventures or associations with any person in any jurisdiction, and to commit assets to the purposes of those ventures or associations; and to retain as an investment for any period any securities, partnership interests or other assets resulting from any such actions; (h) To vote in person at meetings of stock or security holders and adjournments thereof, and to vote by general or limited proxy with respect to any stock or securities; (i) To hold stock and securities in the name of a nominee without indicating the trust character of such holding, or unregistered or in such form as will pass by delivery, or to use a central depository and to permit registration in the name of a nominee; (j) To elect to qualify any trust which is funded with Subchapter S stock as a qualified Subchapter S trust pursuant to Section 1361(d)(3) of the Internal Revenue Code of 1986, as amended, and to administer such trust in accordance with the requirements of said Section in order that the stock and trust will continue to be treated as such for tax purposes; (k) To initiate or defend, at the expense of the trust estate, any litigation relating to this Agreement or any property of the trust estate which the Trustee considers advisable, and to pay, compromise, compound, adjust, submit to arbitration, sell or release any claims or demands of the trust estate or any trust created hereunder against others or of others against the same as the Trustee may deem advisable, including the acceptance of deeds of real property in satisfaction of notes, bonds and mortgages, and to make any payments in connection therewith which the Trustee may deem advisable; (1) To borrow money for any purpose from any source, including any trustee at any time acting hereunder, and to secure the repayment of any and all amounts so borrowed by mortgage or pledge of any property; (m) To possess, manage, develop, subdivide, control, partition, mortgage, lease or otherwise deal with any and all real property; to satisfy and discharge or extend the term of any mortgage thereof; to execute the necessary instruments and covenants to effectuate the foregoing powers, including the giving or granting of options in connection therewith; to make repairs, replacements and improvements, structural or otherwise, or abandon the same if deemed to be worthless or not of sufficient value to warrant keeping or protecting; to abstain from the payment of real estate taxes, assessments, water charges and sewer rents, repairs, maintenance and upkeep of the same; to permit to be lost by tax sale or other proceeding or to convey the same for a nominal consideration or without consideration; to set up appropriate reserves out of income for repairs, modernization and upkeep of buildings, including reserves for depreciation and obsolescence, and to add such reserves to principal and, if the income from the property itself should not suffice for such purposes, to advance out of other income any sums needed therefor, and except in the case of the Marital Deduction Trust, advance any income of the trust for the amortization of any mortgage on property held in the trust; (n) To purchase from the legal representatives of the estate of either of the Grantors or from the trustees of any trust established by either of the Grantors any property constituting a part of such estate or trust at its fair market value and to make loans for adequate consideration to such legal representatives or trustees, upon such terms and conditions as the Trustee may determine in the absolute discretion of the Trustee; 00097 (o) To carry insurance of the kinds and in the amounts which the Trustee considers advisable, at the expense of the trust estate, to protect the trust estate and the Trustee personally against any hazard; (p) To make distribution of the trust estate or of the principal of any trust created hereunder in cash or in kind, or partly in kind, and to cause any distribution to be composed of cash, property or undivided fractional shares in property different in kind from any other distribution, and to determine the fair valuation of the property so allocated, with or without regard to the tax basis; to hold the principal of separate trusts in a consolidated fund and to invest the same as a single fund; to split trusts for purposes of allocating GST exemptions (within the meaning of Section 2642(a) of the Internal Revenue Code); and to merge any trusts which have substantially identical terms and beneficiaries, and to hold them as a single trust; (q) To employ and pay the compensation of accountants, attorneys, experts, investment counselors, custodians, agents and other persons or firms providing services or advice, irrespective of whether the Trustee may be associated therewith; to delegate discretionary powers to such persons or firms; and to rely upon information or advice furnished thereby or to ignore the same, as the Trustee in its discretion may determine; (r) To change the situs and /or governing law of any trust hereunder to any State the Trustee from time to time may deem desirable, and to take such further actions, including without limitation the amendment to the terms of the trust, as may be necessary or advisable to effectuate such change; (s) To execute and deliver any and all instruments or writings which it may deem advisable to carry out any of the foregoing powers; and (t) To exercise all such rights and powers and to do all such acts and enter into all such agreements as persons owning similar property in their own right might lawfully exercise, do or enter into. 0000 The Declaration of Trust provides that no person who deals with any Trustee hereunder shall be bound to see to the application of any asset delivered to such Trustee or to inquire into the authority for, or propriety of, any action taken or not taken by such Trustee. 6. Signature Authority. The Trustee may sign all documents exercising the powers of the Trustee. Under the Declaration of Trust no other person is required or needed to sign such documents for them to be effective as to the Trust. 7. Reliance by Third Parties. This Memorandum of Trust is executed as evidence of the existence of the foregoing Declaration of Trust. Any person may rely upon this Memorandum of Trust as evidence of the existence of said Declaration of Trust, and is relieved of any obligation to verify that any transaction entered into by a Trustee or successor Trustee thereunder is consistent with the terms and conditions of said Declaration of Trust. 8. Short Name of the Trust. The Trust and the Declaration of Trust may be referred to by the name: "Evan H. Pope and Dotty Jo Pope Living Trust Any transfers to the Declaration of Trust or any trust thereunder may refer to the aforesaid name or to "Evan H. Pope and Dotty Jo Pope as Trustees under Evan H. Pope and Dotty Jo Pope Living Trust with or without specifying any change in Trustee or any amendment to the Declaration of Trust. IN WITNESS WHEREOF, the Grantors have executed this Memorandum of Trust as of this Z day of December, 2012. DOTTY Jo PO E% Grantor STATE OF .141AV O COUNTY OF I Seav LA ss. On this day of December, 2012, before me, the undersigned notary public, personally appeared Evan H. Pope, known to me to be the person who executed the foregoing Memorandum of Trust, and acknowledged to me that he executed the same. this IN WITNESS WHEREOF I hereunto set my hand and affixed my official seal day of December, 2012. STATE OF Ji0 COUNTY OF 4.-- 63eott, Lak.2 ublic `1 t`(s� My commission expires on ss. 0009' My commission expires on On this 21 day of December, 2012, before me, the undersigned notary public, personally appeared Dotty Jo Pope, known to me to be the person who executed the foregoing Memorandum of Trust, and acknowledged to me that she executed the same. IN WITNESS WHEREOF I hereunto set my hand and affixed my official seal this 1 day of December, 2012. 17