In the High Court of New Zealand, Auckland Registry
CIV-2006-404-7679
In the matter of Part II of the Partnership Act 1908,
and in the matter of Surche Limited and Company trading as the Kew Gardens Partnership:
It is hereby certified, pursuant to section 51 of the Partnership Act 1908, that:
1. The Special Partnership is named Surche Limited
and Company trading as the Kew Gardens Partnership.
2. The names, addresses, occupations and capital contributions of the General Partner and Special Partner are as set forth in the Schedule.
3. The objects of the partnership are:
(a) To establish and carry on in Auckland and elsewhere business as a holder of shares in limited liability companies, and to undertake
and carry out all other things which, in the opinion of the general partner and the special partner, may be conveniently or profitably undertaken by the partnership, whether or not such things shall be similar in nature to the
above object (the “partnership business”).
(b) To purchase, lease, take on hire or by any other means acquire any real or personal property, any rights, licences, privileges or easements which the partnership may think necessary or convenient
for the purposes of the partnership business.
(c) To manage, maintain, develop, exchange, mortgage, lease, sell or otherwise deal with
or dispose of all or any part of the property
and rights of the partnership.
4. The principal place from which the partnership business will be conducted is the registered office of the General Partner.
5. The partnership shall commence upon registration of this certificate, pursuant to section 54 of the Partnership Act 1908, and, subject to the provisions of the deed
of participation relating to earlier dissolution, shall terminate upon the expiry of seven years from the date of registration of this certificate.
Schedule
General Partner
Name and Address Capital Contribution
Surche Limited, a duly incorporated company having its registered officeat Level Three, 280 Parnell Road, Auckland US$1.00
Execution Signed by:
KAREN MARSHALL, Director.
Acknowledged before me this 13th day of December 2006:
DAVID B. GROVE, J.P., Director, Auckland
Special Partner
Name and Address Capital Contribution
New Zealand Trustees Limited, a duly incorporated company having its registered office at Level Three, 280 Parnell Road, Auckland US$99.00
Execution Signed by:
KAREN MARSHALL, Director.
Acknowledged before me this 13th day of December 2006:
DAVID B. GROVE, J.P., Director, Auckland