________________________ BROKER-DEALER AFFIDAVIT EVIDENCING COMPLIANCE—KENTUCKY On behalf of __________________(the “Firm”) in connection with my application pursuant to the Commonwealth of Kentucky Order (“Order”) entered March 14, 2001, pursuant to KRS 292.330, 292.330(14), 292.500(1), and 292.500(3), I hereby certify on behalf of the Firm that all the information set forth below in this Affidavit Evidencing Compliance, and the exhibits hereto, is true to the best of my knowledge: 1. I represent ________________________ (“_______”), a Canadian broker-dealer that is exempted pursuant to the exemption requirements and procedure set forth in the Order. 2. The Firm is registered and in good standing in ___________ Province (or Territory), Canada, (my “Home Jurisdiction”), and it will maintain its required provincial and/or territorial registrations in good standing. 3. The Firm meets all of the pre-existing conditions of the Order and will continue to meet all the conditions of the Order in the future or else will cease utilizing the exemption contained in the Order. 4. The Firm will provide the Commonwealth of Kentucky with notice of any criminal action taken against it, or any of its agents, or of any finding or sanction imposed on it, or any of its agents, as a result of any self-regulatory or regulatory action involving fraud, theft, deceit, misrepresentation or similar conduct. 5. The following exhibits are attached hereto: a. A copy of the Firm’s application on the form (Application) required by ______________, the province (or territory) in which __________________ (the Firm) has its head office; b. A consent (Form U-2) to service of process; c. Evidence (Copy of Letter, Affidavit from Applicant, or Other Document) that the Firm is registered in good standing in its Home Jurisdiction. 6. The Firm stands ready, willing, and able to supply any additional information or materials reasonably requested of it by the Commonwealth of Kentucky in connection with the activities it seeks to pursue in connection with this application should such requests ever be made. Dated: ________________ _______, 2_____. ______________________(Firm Name) by: _________________________________ American LegalNet, Inc. www.USCourtForms.com NOTARY SECTION Place the Notary information or other Canadian equivalent here. The following is a Kentucky sample. Use something appropriate for YOUR jurisdiction. This is just a SAMPLE. STATE OF ______________________ COUNTY OF ____________________ On this _______ day of __________________, 2_______, the signer of the foregoing personally appeared, and did duly acknowledge to me that he was authorized to execute the same an behalf of _________________, Inc., a corporation, and acknowledged the same to be his free act and deed, before me. The foregoing was Subscribed, Acknowledged, and Sworn to before me by ______________, known to me to be the person executing this document on behalf of _______________, Inc., herein, on this _____ day of ______________, 2______. __________________________________ Notary Public My Commission Expires: _____________ American LegalNet, Inc. www.USCourtForms.com