Declaration of Trust

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DECLARATION OF TRUST

I, JUANA SANTOS (the Trustee), a stockholder of record of XYZ Company (the Company) to the extent of one (1) share of capital stock (the Share) of the Company, hereby acknowledge and confirm that the aforesaid share is held by the undersigned in trust for BP Corporation (the Beneficiary) or the Beneficiarys designee. NOW THEREFORE, the parties hereto hereby agree as follows: (1) The Trustee shall hold the aforesaid share and all additional shares and other securities of the Corporation received from time to time for the benefit of the Beneficiary, the Beneficiarys successors and assigns.the said share (theShare) (2) The Trustee shall duly account for and pay for the Beneficiary all dividends, moneys or rights paid or accruing by reason of its holding the Share as well as dispose any dividends, moneys or rights as the Beneficiary shall direct or instruct the Trustee from time to time. (3) The trustee shall exercise all rights of the Stockholder of the Company and shall vote in respect to the share as the Beneficiary shall request or instruct. Failing such request or instruction shall be made as deemed to be the best interest of the Beneficiary. (4) The trustee shall not sell, transfer, assign or pledge the Share or any interest therein except when the Trustee irrevocably delegate an attorney-in-fact for the Beneficiary, the Beneficiarys designee or representative with power to assign, transfer and convey the Share or any interest in favor of the Beneficiary, the Beneficiarys successors and assigns. The Beneficiary, the Beneficiarys designee or representative shall ratify and confirm all the necessary acts of assignments that the attorney-in-fact shall execute by virtue hereof without any valuable gain to the Trustee; and (5) The Trustee shall do all things necessary or appropriate that the Beneficiary shall request to complete the transfer of the recorded ownership of the Share to and in favor of the Beneficiary or its designee. For this purpose, the Trustee hereby authorizes the Corporate Secretary of the Corporation to transfer the Share of the Trustee in the corporate books from the Trustees name to that of the Beneficiary or the Beneficiarys designee at the request of the Beneficiary. Signed in ________________________ on this ___________ day of ______________________

JUANA SANTOS Trustee Signed in the presence of:

Jonalden Ferrer

Prinz Hernan Val Bautista

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