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Company Overview



       June 2012
   www.sterlingtrustees.com
Sterling Trustees
•   Provides professionally administered services to the trust and its
    beneficiaries, as well as family offices, as a South Dakota-chartered trust
    company

•   Acts as an independent fiduciary
     – we don’t believe a trustee should act as your investment manager, there is an
       inherit conflict of interest

•   Works with best of breed money managers to ensure trusts assets conform
    to the investment needs of the client

•   Administers each trust by a professional from our highly experienced staff of
    trust officers
     – we maintain one of the lowest professional-to-client ratios in order to provide
       better and timely service to our clients

•   Uses state-of-the-art software to monitor trust performance across multiple
    custodians and trusts making our offering unique in the marketplace
Sterling Trustees - Services
   Sterling provides the following services when working with high net worth
   families:

   • Trust administration including all distributions, tax filings and any other
     necessary compliance to maintain the trust

   • Meet with the beneficiaries face-to-face at least once a year to develop
     relationships that enable us to make intelligent decisions regarding
     distributions and any other family issues that might arise

   • Meet quarterly with investment advisors to review portfolios and make
     any necessary adjustments as outlined in the investment policy
     statement

   • Monitor investment advisor performance daily using Sterling Connect™,
     our state-of-the-art trust and accounting platform and access to
     Morningstar Direct
Sterling Trustees – Role as Independent Trustee
Technology Infrastructure and Independence            Use of Best of Breed Money Managers

         Accounting &
         Administration


        Portfolio Performance
                Review                                               Investment
                                                                      Manager
            Planning
           Opportunities



                                             Family

          Tax Reporting


                                                                      Securities
          Distributions                                                Custody




         Client Reporting
Sterling Trustees – Role as Private Label Trust Co
                                         Family



                                                          Small
                                        Accounting                     Community
           RIAs           Law Firms                     Brokerage
                                          Firms                          Banks
                                                          Firms




                   Technology Infrastructure and Consolidated Reporting

       Accounting &        Portfolio                                    Client
                         Performance   Tax Reporting   Distributions
       Administration                                                  Reporting
                           Review
Sterling Trustees – Role in Family Office Services

                                                      Family



                   Technology Infrastructure and Consolidated Reporting
       Lawyers                                                                           Accountants
       Estate & Tax Strategy | Corporate Governance
                                                                          Cash Flow Mgmt| Tax Preparation
       Compliance | Create Entities and Interests
                                                                        Partnership Accounting| Compliance

       Banks                                                                              Consultants
       Banking services | Investment Process
                                                                                 Family Meetings| Education
       Debt Financing | Mortgages
                                                                                             Family Mission


       Investment Mgmt                                                         Concierge Services
       Portfolio Mgmt| Real Estate | Private Equity            Gate Keeping| Bill Payment | Personal Services
       Investment Manager Review| Hedge Funds                         Personal Staff Mgmt | Private Shopper


       Financial Planner                                                                     Insurance
       Family Gifting| Economic Modeling                                    Risk Management| Policy Review
       Estate & Tax Strategy| Charitable Planning                       Offshore Insurance| Insurance Trusts
Sterling Trustees - Investment Oversight
     • We hire and methodically monitor third-party investment advisors often
       using multiple custodians based on the size of the trust.
     • Our fiduciary duty is to the trust/client and therefore we are not influenced
       by fees earned on investment management


                    Establish         Determine              Select and            Analyze and
   Understand                                                                                           Rebalance
                   investment            asset              implement             communicate
   your needs                                                                                            Portfolio
                    objectives        allocation              strategy               results



  Current        Review trust       Work with 3rd       Careful                Review of
   financial       docs                party advisor to     consideration of        current
   review         Financial needs     optimize asset       tax implications        situation
  Review of       analysis            allocation to       Incorporate diverse    Refinement of
   existing       Financial goals     meet any family      investment              original goals if
   investment      and objectives      needs                vehicles                appropriate
   portfolio       established                             Monitor                Continuous
  ID of all                                                implementation          monitoring and
   assets and                                               through 3rd party       communication
   liabilities                                              advisor                 of results
Sterling Trustees - Money Managers
•   As an independent trustee, we enable our clients to work with best of breed money managers
    to ensure wealth preservation of trust assets for generations to come
Sterling Trustees - Value Proposition
•   Solely serves as the independent trustee.

•   Chartered in South Dakota, which provides clients with the most
    sophisticated trust law in the country.

•   Uses independent best of breed investment advisors to manage the
    trust’s assets.

•   Charges a fixed fee vs one that increases or decreases with AUM.

•   Open architecture investment style ensures that trusts can access best and
    most suitable investment products.

•   Trust reporting system allows us to report on any type asset on a t+1
    basis even with multiple custodians.
Why Use an Independent Corporate Trustee?
Choosing a trustee is one of the most significant decisions people face when establishing a trust. The trustee is
responsible for administering your assets according to the provisions you outline in the trust agreement. Although you
can designate any individual to oversee the administration of your trust, even sophisticated individuals or family members
often find managing a trust to be burdensome and complex.

A independent corporate trustee may be your best option and give you several advantages, including:

Experience - Corporate trustees typically handle many trusts on a daily basis and are very familiar with applicable legal
requirements. They understand the intricacies of a wide range of trust types and have a great deal of knowledge in the
administration and investment management of trusts.


Objectivity - The corporate trustee is bound by the terms of the trust document and will administer the trust as it is
written. In many cases, individual trustees have a tendency to favor one class of beneficiaries over another. It can be
difficult for a trustee who is a parent, sibling, relative or friend to act objectively. A corporate trustee benefits from being an
outsider who can make decisions free from bias and family dynamics.


Regulation - A corporate trustee is subject to many levels of oversight. Internal auditors, external auditors and
government regulators all make sure that the corporate trustee is carrying out the fiduciary duties that have been given to
them. This is all for the protection of the trust and its beneficiaries.
Why Use an Independent Corporate Trustee?
A independent corporate trustee may be your best option and give you several advantages, including:


Reliability - Duties are not interrupted due to illnesses, vacations or other disruptions that may distract a personal trustee
from performing the responsibilities of trustee. Corporate trustees typically have a staff that is well versed in the different
trusts that they oversee.


Tax Management and Record Keeping - Administering a trust includes filing tax returns, issuing statements and
keeping records of trust activity. Most corporate trustees have tax and record keeping expertise, or have contracted with
competent preparers, so they are able to handle trusts properly from a tax and reporting perspective.


Longevity - Because one of the principal reasons for establishing a trust is to provide for the future, it’s important to
remember that an individual trustee will eventually be unable to perform the duties of a trustee. Unlike an individual
trustee, a corporate trustee will not predecease you or otherwise be unable to administer the trust. By choosing a
corporate trustee, you help ensure continuity for the full term of the trust.


Liability – Most trust companies are well insured to handle law suits from beneficiaries or losses from gross negligence in
the administration of trusts. This is the number one area that is overlooked by individual trustees when they agree
to serve in a trustee capacity.
Pros and Cons of Individual and Corp Trustees
Pros of Independent Corporate Trustee                                     Cons of Independent Corporate Trustee
- Specialist personnel for:                                               - Lack of familiarity with family relationships and dynamics
      Investment management                                               - Impersonal
      Financial advice and assistance for beneficiaries                   - Changes in personnel
      Tax planning and return preparation                                 - Mandatory fees
      Applying required law to distribution determinations                - Conservative investing philosophies
      Preparation of accounting                                           - Inexperienced personnel
 - Extensive trust management experience and knowledge of applicable      - Hostility to real property, closely held business, or single
   security law and procedures                                              investments
 - Deep pockets in regard to liability for malfeasance                    - Bureaucratic delays
 - Long-term service capabilities (e.g., through multiple generations)
 - Government and association regulation and oversight
 - Fills a need when no suitable individual is available
 - Ability to act in an independent manner
 - Backup staffing in the event of death, illness, or unavailability of
  principal administrator
 - Computerized record keeping



Pros of Individual Trustee                                                Cons of Individual Trustee
- Knowledge of family relationships and dynamics                          - Limited or lack of knowledge of taxes, investments, and/or
- May be willing to serve without or at a lower fee                          applicable law
- May be knowledgeable regarding family investments or businesses          - Risk of death, disability, absence
- Comfort as to professionalism, knowledge, or skill set of known          - Successor issues
                                                                          - Outsourcing investments, tax, and legal work may result in
                                                                            higher overall costs
                                                                          - Successor issues
                                                                          - Possible conflicts of interest with or between family members
                                                                            and/or beneficiaries
Leadership
STANLEY JOFFE
Chairman and CEO

P: 610.234.0627 | F: 610.825.1385 | smjoffe@sterlingtrustees.com

Stanley M. Joffe is Chairman and Chief Executive Officer of Sterling Trustees, which he founded in 2008 after a long and
distinguished career as a trust and estates attorney. Mr. Joffe has always believed that there is an inherent conflict of
interest between trustees who act in a fiduciary capacity as well as manage the investment of trust assets. As a result,
Sterling Trustees today has fiduciary responsibility for over $500 million in client assets. Prior to founding Sterling
Trustees, Mr. Joffe was CEO and Director of DM Trust Company, a trust company. Mr. Joffe formed in 2007 to fill a need
in the U.S. market for independent corporate trustees.

In addition to managing DM Trust, Mr. Joffe was a partner at Duane Morris LLP, where he focused on the areas of
international tax and estate planning and domestic estate planning. He has more than 25 years of experience in assisting
high net worth individuals of foreign countries to resettle in the United States in the most tax-effective manner. He is
admitted to practice in Pennsylvania and South Africa, and is a published author and speaker on international tax and
estate planning. Mr. Joffe is a member of the Society of Trust and Estate Practitioners (STEP).

Mr. Joffe received an LL.M. in Income Tax and Estate Planning from Temple University School of Law. He is a graduate of
the University of the Witwatersrand in South Africa, where he received a Bachelor of Commerce degree in 1962, a
Bachelor of Laws degree in 1965, and a Higher Diploma in South African Tax Law in 1976.
Leadership
ANTONY JOFFE
President

P: 610.234.0626 | F: 610.825.1385 | ajoffe@sterlingtrustees.com

Antony Joffe founded Sterling Trustees with his father in 2008 and serves as its president. Antony is responsible for managing
the day-to- day activities of Sterling Trustees including operations, compliance and sales and marketing.

Previously, Antony was President of DM Trust Company. Before starting his career in the trust service business, Antony spent
15 years in the financial services industry including investment banking and private equity, most recently as a principal at
Bryant Park Capital, a New York-based boutique investment bank, where he helped to establish the firm’s new Philadelphia
office. Prior to Bryant Capital, Antony was a principal at FB Capital Partners, a $500 million private equity fund focused on
non-control investments in the industrial, business services, financial services and real estate markets. Before that, Antony
spent eight years in the investment banking group of Janney Montgomery Scott. His experience includes working with
emerging growth companies to complete public and private equity offerings, mergers and acquisitions transactions, valuations
and other financial advisory work. Antony started his career as an auditor in the Business Advisory Group at Coopers &
Lybrand.

A native of South Africa, Antony received his B.B.A. in Accounting from Emory University and an M.B.A. with a concentration in
finance from Temple University. He is a Certified Public Accountant.

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Sterling Overview

  • 1. Company Overview June 2012 www.sterlingtrustees.com
  • 2. Sterling Trustees • Provides professionally administered services to the trust and its beneficiaries, as well as family offices, as a South Dakota-chartered trust company • Acts as an independent fiduciary – we don’t believe a trustee should act as your investment manager, there is an inherit conflict of interest • Works with best of breed money managers to ensure trusts assets conform to the investment needs of the client • Administers each trust by a professional from our highly experienced staff of trust officers – we maintain one of the lowest professional-to-client ratios in order to provide better and timely service to our clients • Uses state-of-the-art software to monitor trust performance across multiple custodians and trusts making our offering unique in the marketplace
  • 3. Sterling Trustees - Services Sterling provides the following services when working with high net worth families: • Trust administration including all distributions, tax filings and any other necessary compliance to maintain the trust • Meet with the beneficiaries face-to-face at least once a year to develop relationships that enable us to make intelligent decisions regarding distributions and any other family issues that might arise • Meet quarterly with investment advisors to review portfolios and make any necessary adjustments as outlined in the investment policy statement • Monitor investment advisor performance daily using Sterling Connect™, our state-of-the-art trust and accounting platform and access to Morningstar Direct
  • 4. Sterling Trustees – Role as Independent Trustee Technology Infrastructure and Independence Use of Best of Breed Money Managers Accounting & Administration Portfolio Performance Review Investment Manager Planning Opportunities Family Tax Reporting Securities Distributions Custody Client Reporting
  • 5. Sterling Trustees – Role as Private Label Trust Co Family Small Accounting Community RIAs Law Firms Brokerage Firms Banks Firms Technology Infrastructure and Consolidated Reporting Accounting & Portfolio Client Performance Tax Reporting Distributions Administration Reporting Review
  • 6. Sterling Trustees – Role in Family Office Services Family Technology Infrastructure and Consolidated Reporting Lawyers Accountants Estate & Tax Strategy | Corporate Governance Cash Flow Mgmt| Tax Preparation Compliance | Create Entities and Interests Partnership Accounting| Compliance Banks Consultants Banking services | Investment Process Family Meetings| Education Debt Financing | Mortgages Family Mission Investment Mgmt Concierge Services Portfolio Mgmt| Real Estate | Private Equity Gate Keeping| Bill Payment | Personal Services Investment Manager Review| Hedge Funds Personal Staff Mgmt | Private Shopper Financial Planner Insurance Family Gifting| Economic Modeling Risk Management| Policy Review Estate & Tax Strategy| Charitable Planning Offshore Insurance| Insurance Trusts
  • 7. Sterling Trustees - Investment Oversight • We hire and methodically monitor third-party investment advisors often using multiple custodians based on the size of the trust. • Our fiduciary duty is to the trust/client and therefore we are not influenced by fees earned on investment management Establish Determine Select and Analyze and Understand Rebalance investment asset implement communicate your needs Portfolio objectives allocation strategy results  Current  Review trust  Work with 3rd  Careful  Review of financial docs party advisor to consideration of current review  Financial needs optimize asset tax implications situation  Review of analysis allocation to  Incorporate diverse  Refinement of existing  Financial goals meet any family investment original goals if investment and objectives needs vehicles appropriate portfolio established  Monitor  Continuous  ID of all implementation monitoring and assets and through 3rd party communication liabilities advisor of results
  • 8. Sterling Trustees - Money Managers • As an independent trustee, we enable our clients to work with best of breed money managers to ensure wealth preservation of trust assets for generations to come
  • 9. Sterling Trustees - Value Proposition • Solely serves as the independent trustee. • Chartered in South Dakota, which provides clients with the most sophisticated trust law in the country. • Uses independent best of breed investment advisors to manage the trust’s assets. • Charges a fixed fee vs one that increases or decreases with AUM. • Open architecture investment style ensures that trusts can access best and most suitable investment products. • Trust reporting system allows us to report on any type asset on a t+1 basis even with multiple custodians.
  • 10. Why Use an Independent Corporate Trustee? Choosing a trustee is one of the most significant decisions people face when establishing a trust. The trustee is responsible for administering your assets according to the provisions you outline in the trust agreement. Although you can designate any individual to oversee the administration of your trust, even sophisticated individuals or family members often find managing a trust to be burdensome and complex. A independent corporate trustee may be your best option and give you several advantages, including: Experience - Corporate trustees typically handle many trusts on a daily basis and are very familiar with applicable legal requirements. They understand the intricacies of a wide range of trust types and have a great deal of knowledge in the administration and investment management of trusts. Objectivity - The corporate trustee is bound by the terms of the trust document and will administer the trust as it is written. In many cases, individual trustees have a tendency to favor one class of beneficiaries over another. It can be difficult for a trustee who is a parent, sibling, relative or friend to act objectively. A corporate trustee benefits from being an outsider who can make decisions free from bias and family dynamics. Regulation - A corporate trustee is subject to many levels of oversight. Internal auditors, external auditors and government regulators all make sure that the corporate trustee is carrying out the fiduciary duties that have been given to them. This is all for the protection of the trust and its beneficiaries.
  • 11. Why Use an Independent Corporate Trustee? A independent corporate trustee may be your best option and give you several advantages, including: Reliability - Duties are not interrupted due to illnesses, vacations or other disruptions that may distract a personal trustee from performing the responsibilities of trustee. Corporate trustees typically have a staff that is well versed in the different trusts that they oversee. Tax Management and Record Keeping - Administering a trust includes filing tax returns, issuing statements and keeping records of trust activity. Most corporate trustees have tax and record keeping expertise, or have contracted with competent preparers, so they are able to handle trusts properly from a tax and reporting perspective. Longevity - Because one of the principal reasons for establishing a trust is to provide for the future, it’s important to remember that an individual trustee will eventually be unable to perform the duties of a trustee. Unlike an individual trustee, a corporate trustee will not predecease you or otherwise be unable to administer the trust. By choosing a corporate trustee, you help ensure continuity for the full term of the trust. Liability – Most trust companies are well insured to handle law suits from beneficiaries or losses from gross negligence in the administration of trusts. This is the number one area that is overlooked by individual trustees when they agree to serve in a trustee capacity.
  • 12. Pros and Cons of Individual and Corp Trustees Pros of Independent Corporate Trustee Cons of Independent Corporate Trustee - Specialist personnel for: - Lack of familiarity with family relationships and dynamics Investment management - Impersonal Financial advice and assistance for beneficiaries - Changes in personnel Tax planning and return preparation - Mandatory fees Applying required law to distribution determinations - Conservative investing philosophies Preparation of accounting - Inexperienced personnel - Extensive trust management experience and knowledge of applicable - Hostility to real property, closely held business, or single security law and procedures investments - Deep pockets in regard to liability for malfeasance - Bureaucratic delays - Long-term service capabilities (e.g., through multiple generations) - Government and association regulation and oversight - Fills a need when no suitable individual is available - Ability to act in an independent manner - Backup staffing in the event of death, illness, or unavailability of principal administrator - Computerized record keeping Pros of Individual Trustee Cons of Individual Trustee - Knowledge of family relationships and dynamics - Limited or lack of knowledge of taxes, investments, and/or - May be willing to serve without or at a lower fee applicable law - May be knowledgeable regarding family investments or businesses - Risk of death, disability, absence - Comfort as to professionalism, knowledge, or skill set of known - Successor issues - Outsourcing investments, tax, and legal work may result in higher overall costs - Successor issues - Possible conflicts of interest with or between family members and/or beneficiaries
  • 13. Leadership STANLEY JOFFE Chairman and CEO P: 610.234.0627 | F: 610.825.1385 | smjoffe@sterlingtrustees.com Stanley M. Joffe is Chairman and Chief Executive Officer of Sterling Trustees, which he founded in 2008 after a long and distinguished career as a trust and estates attorney. Mr. Joffe has always believed that there is an inherent conflict of interest between trustees who act in a fiduciary capacity as well as manage the investment of trust assets. As a result, Sterling Trustees today has fiduciary responsibility for over $500 million in client assets. Prior to founding Sterling Trustees, Mr. Joffe was CEO and Director of DM Trust Company, a trust company. Mr. Joffe formed in 2007 to fill a need in the U.S. market for independent corporate trustees. In addition to managing DM Trust, Mr. Joffe was a partner at Duane Morris LLP, where he focused on the areas of international tax and estate planning and domestic estate planning. He has more than 25 years of experience in assisting high net worth individuals of foreign countries to resettle in the United States in the most tax-effective manner. He is admitted to practice in Pennsylvania and South Africa, and is a published author and speaker on international tax and estate planning. Mr. Joffe is a member of the Society of Trust and Estate Practitioners (STEP). Mr. Joffe received an LL.M. in Income Tax and Estate Planning from Temple University School of Law. He is a graduate of the University of the Witwatersrand in South Africa, where he received a Bachelor of Commerce degree in 1962, a Bachelor of Laws degree in 1965, and a Higher Diploma in South African Tax Law in 1976.
  • 14. Leadership ANTONY JOFFE President P: 610.234.0626 | F: 610.825.1385 | ajoffe@sterlingtrustees.com Antony Joffe founded Sterling Trustees with his father in 2008 and serves as its president. Antony is responsible for managing the day-to- day activities of Sterling Trustees including operations, compliance and sales and marketing. Previously, Antony was President of DM Trust Company. Before starting his career in the trust service business, Antony spent 15 years in the financial services industry including investment banking and private equity, most recently as a principal at Bryant Park Capital, a New York-based boutique investment bank, where he helped to establish the firm’s new Philadelphia office. Prior to Bryant Capital, Antony was a principal at FB Capital Partners, a $500 million private equity fund focused on non-control investments in the industrial, business services, financial services and real estate markets. Before that, Antony spent eight years in the investment banking group of Janney Montgomery Scott. His experience includes working with emerging growth companies to complete public and private equity offerings, mergers and acquisitions transactions, valuations and other financial advisory work. Antony started his career as an auditor in the Business Advisory Group at Coopers & Lybrand. A native of South Africa, Antony received his B.B.A. in Accounting from Emory University and an M.B.A. with a concentration in finance from Temple University. He is a Certified Public Accountant.