Anwar et al v. Fairfield Greenwich Limited et al

Filing 165

DECLARATION of Gregory M. Nespole in Support re: #130 MOTION to Appoint The Knight Services Holdings Limited and the Americas/SwissCo. Trusts to serve as lead plaintiff(s). MOTION to Appoint Counsel MOTION OF THE KNIGHT SERVICES HOLDINGS LIMITED AND THE AMERICAS/SWISSCO. TRUSTS FOR APPOINTMENT AS LEAD PLAINTIFFS OVER THE FEDERAL SECURITIES CLAIMS AND CONCOMITANT SELECTION OF LEAD COUNSEL. MOTION to Appoint The Knight Services Holdings Limited and the Americas/SwissCo. Trusts to serve as lead plaintiff(s). MOTION to Appoint The Knight Services Holdings Limited and the Americas/SwissCo. Trusts to serve as lead plaintiff(s).. Document filed by The Knight Services Holdings Limited, Americas/SwissCo. Trusts. (Attachments: #1 Exhibit A)(Nespole, Gregory)

Exhibit A

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OS.!) &X). 000 ?QQiL (Sr 2coSUBSCRIPTION AGREEMENT (NON-UNITED STATES OP AMERICA SUBSCRIBERS ON LY)

FAIRFIELD SENTRY LiMITED
Fairfield Sentry Limited do Citco Fund Services (Europe) BN. Telestone 8- Teleport Naritaweg 165 1043 8W Amsterdam The Netherlands Telephone: [phone] Facsimile: (31-20) 572-2610

DearSirs: 1. Subscription. The undersigned ("Subscriber") hereby subscribes fur vot ing, participating shares, each with a par value U.S. $0.01 per share (the "Shares") of Fairfi eld Sentry Limited (the "Fund"), an international business company organized under the laws of the Temtrny of th e British Virgin Islands (`8 VI'). The Shares will be ofibred at the net asset value ("Net Asset Va lue") per Share as of the opening of business on the effective date of purchase. The Shares have iden tical rights and prMlegcs in all respects (including the right to one vote per Share). All capitalized ter ms used in this Subscription Agreement (the "Agreement") that are not defined herein have the m eanings set forth in the Fund's Confidential Private Placement Memorandum dated October 1, 2004 ( a as mended from time to time, the "Memorandum"). Subscriber subscribes for that number of Shares that can be purchased for the subscription amount above. Subscriber subscribes for the Shares pur suant to the terms herein, the Memorandum, and the Fund's Memorandum of Association and Article o s f Association (collectively, the LFund Documents"). All references herein to "dolla rs" or"$" are to U.S. dollars.
2. Acceptance or Reiection. If the Fund accepts this subscriptio Su n. bscriber shall become a shareholder of the Fund and be bound by the Fund Documents T . he minimum initial subscription is $100,000. The 5oard of Directors, in consuliation with Fairfield G reenwich (Bermuda) Ltd. (the "Investment Manager"), may reject a subscription far any reason o r no reason. Subscriptions shall become irrevocable to the subscriber on the third to the last bus iness day of the month in which such subscription is received by the Fund, if rejected, the Fund shall pr omptly return the subscription funds, with any interest actually earned thereon, and this Agreement s hall be void.

3. Payment of Subscrrntion Funds. Subscription funds should be wired to the Fund at the following account, concurrently with the delivery of this Agr eement to the Fund. in order to comply with anti-money laundering regulations applicable to the Fund and Citco Fund Services (Europe) B.V. (the `Administrator"), the sample bank letter attached heteto as Schedule A MUST be completed by the financial institution which will be remitting the subscriptIon m oneys on behalf of the subscriber.