Offshore Banking with a Swiss Bank Account and Nevis LLC

Director 54. (1) No contract or other transaction between a corporation and
conflicts of one or more of its directors, or between a corporation and
interest any other corporation, firm, association or other entity in
which one or more of its directors are directors or officers
who have a substantial financial interest, shall be either
void or voidable for this reason alone or by reason alone
that such director or directors are present at the meeting of
the board, or of a committee thereof, which approves such
contract or transaction, or that his or their votes are counted
for such purpose:
(i) If the material facts as to such director's interest
in such contract or transaction and as to any such
common directorship, officership or financial
interest are disclosed in good faith or known to the
board or committee, and the board or committee
approves such contract or transaction by a vote
sufficient for such purpose without counting the
vote of such interested director or, if the votes of the
disinterested directors are insufficient to constitute
an act of the board as defined in this Part VI, by
unanimous vote of the disinterested directors or
(ii) If the material facts as to such director's interest
in such contract or transaction and as to any such
common directorship, officership or financial
interest are disclosed in good faith or known to the
shareholders entitled to vote thereon, and such
contract or transaction is approved by vote of such
shareholders.
(2) Common or interested directors may be counted in
determining the presence of a quorum at a meeting of the
board or of a committee which approves such contract or
transaction
(3) The articles of incorporation may contain additional
restrictions on contracts or transactions between a
corporation and its directors and may provide that contracts
or transactions in violation of such restrictions shall be void
or voidable by the corporation.
(4) Unless otherwise provided in the articles of
incorporation or the bylaws, the board shall have authority
to fix the compensation of directors for service in any
capacity.
Loans to 55. A loan shall not be made by a corporation to any director
directors unless it is authorized by vote of the shareholders. For this
purpose, the shares of the director to whom the loan is to be made
shall not be shares entitled to vote. A loan made in violation of this
section shall be a violation of the duty to the corporation of the
directors approving it, but the obligation of the borrower with
respect to the loan shall not be affected thereby.