MSI-Preferred Investment Fund, Ltd - 3. The Fund

MSI-Preferred Investment Fund, Ltd. (the fund) is incorporated as a limited liability company under the Companies Act 1992 of the Commonwealth of The Bahamas and functions as an open-end mutual fund.

The registered office of the Fund is located at the office of Montaque Securities International, Saffrey Square, First Floor, Bay Street and Bank Lane , Nassau, The Bahamas. The authorized share capital is $101,000 consisting of Ten Million non-voting shares (designated Class A) of no par value and initially offered at $1.00 each, and One Thousand voting shares (designated Class B) at $1 par value. At the initial public offering of Class A shares, the shares were offered at $1 per share. The value of shares thereafter is based on the monthly calculation of the Net Asset Valuation as described hereafter under `General Procedures'. The Class B shares are Management Shares which have been subscribed by and issued to Montaque Securities International for the sole purpose of implementing