Bridges Outcome Partnership — DD / KYC

authorized-signatory-list.md — reproduce on letterhead, add specimen signatures, sign (Tab 2A Q11)

Confirms Kevin Webb owns/controls SweetSense SPV, LLC — evidences the UBO look-through (Tab 2 C8/C9). 17 Jul: Chris Lackner (Accord) is pulling the SPV operating agreement from their accountants, expected imminently — chase if not in hand by 18 Jul. Lackner also confirmed in writing that no one associated with the SPV is or has been a PEP in the last 12 months.

Webb (the UBO) RECEIVED 17 Jul — certified passport + proof of address delivered by Chris Lackner (“K Webb - KYC .pdf”); to be filed into the DD folder and checked against the certification spec. Remaining: Thomas (scan → re-capture colour photo), Garan, Mortenson, Lackner — on hold pending Bridges: the form itself only requires ID for the 25%+ owner (Webb, now in hand); Faith's instructions broaden it to all directors. Evan asked Bridges to confirm the scope on 4 Jul — still awaiting Faith's reply (13 days; nudge due). Then: build the director-details appendix (DOB + nationality from the passports, domicile from the proofs of address; Tab 2A Q10/Q15) once these are in hand.

Resolved 14 Jul with outside counsel (WSGR — Elke Trilla / Matt Gorman): final wording agreed and signed off by Evan. Remaining: enter the answers into Tab 3B of the questionnaire workbook.

Broker (Northrup, 7 Jul): no standalone Professional Liability policy, but a Chubb Cyber / Tech E&O policy is in place — #D52691072, SweetSense, Inc. dba Virridy, period 26 Jan 2026–26 Jan 2027, Tech E&O limits $1M each claim / $1M aggregate, retroactive date 1/1/2012. Filed: Chubb Tech E&O policy. Next: offer to Bridges as satisfying the professional-indemnity requirement (not yet sent as of 17 Jul); the traditional professional-liability quote Northrup was pursuing (~2 weeks from 7 Jul) should be landing about now — check with Dan Bell. (GL, auto, umbrella, workers’ comp + D&O already on file.)

Bridges requires certified copies (“true copy of the original” + certifier details) of the AML corporate docs

(1) Will Bridges accept unaudited management accounts? (Tab 2A Q24) — Amit Shah (6 Jul): “should be fine”, informal; awaiting Faith's formal confirmation. (2) Does the ID requirement apply to all directors, or only the 25%+ beneficial owner per Section A? — awaiting Faith.

Third A&R Articles (Oregon), filed 5/7/2025

Active status, SOS

Directors, officers, board consent (May 2025)

Discloses subsidiary group structure

Full cap table

2021 defect cured & ratified

Federal EIN (CP-575)

Delaware, filed Nov 2022

Confirms SweetSense, Inc. = 100% sole member

Kigali (registry still lists Evan personally — superseded by transfer docs below)

Unanimous, all 5 directors (Nov 2022); approves assignment of Virridy Rwanda to Carbon LLC

Evan sells 100% (10 shares) of Virridy Rwanda to Carbon LLC; documents the ownership chain

Executed 6 Jul 2026, notarized (Ntaganira Gerard, Kigali); approves replacing Evan with Virridy Carbon LLC in the RDB register, with the DE Certificate of Formation + Board Consent annexed. Closes the ownership-chain evidence; residual: RDB processes the register update.

Virridy Carbon LLC holds clear legal title to the Amazi Meza carbon credits / ITMOs; PetroChina Singapore named as offtaker. (Covers ITMO title, not the RDB share register.)

Article 6 LOA, Amazi Meza schools project

Finalized 5 Jul 2026, PDF — owners ≥3%, all subsidiaries with jurisdictions, Webb UBO look-through (Tab 2 C1 / Tab 2A Q13+Q18)

Verified & current. On file as a scan — final submission needs a colour photo + certifier statement.

Covers anti-bribery/FCPA, whistleblowing, IT security, anti-harassment, EEO/DEI, ESG. Inventoried against Bridges’ policy list.

Competitive bidding, purchase thresholds, CEO approval + cross-approval for CEO purchases, Fly America travel rules (Tab 3B; ~Apr 2024)

D&O $1M; General liability $1M/$2M + $5M umbrella + workers’ comp $1M; Oka Article-6 “Corresponding Adjustment Protect” on ~41,576 Rwanda credits (~$831k insured) · Files: Chubb D&O, endorsement, CU COI, Oka policy

Solvent; zero long-term debt (unaudited management accounts) · Files: FY2025, Mar 2026

3-year turnover & net income series · Files: FY2025, FY2021–2025

MWA, LifeStraw, NSF — email contacts on file; phone numbers intentionally skipped