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BANK DEPOSITORY USER GROUP

MEMBERSHIP

2013

NATIONAL EXECUTIVE STEERING COMMITTEE Chairperson Anita P. Higgins Trustmark National Bank (601) 208-7777 248 E Capital Street, Room 580 ahiggins@trustmark.com Jackson, MS 39201 Vice Chairperson/ By-Laws Scott Olson US Bank N.A. (414) 905-5462 1555 Rivercenter Drive, Suite 302 scott.olson2@usbank.com Milwaukee, WI 53212 Treasurer Veneta Kokenes Bank of America (312) 992-9790 135 S LaSalle Street, Suite 1811 veneta.kokenes@baml.com Chicago, IL 60603 Meetings & Arrangements Arnita Harris The Northern Trust Company (312) 444-7280 801 S Canal Street alh@ntrs.com Chicago, IL 60607

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NATIONAL EXECUTIVE STEERING COMMITTEE (cont.) Membership John Stelzer (614) 213-7142 JPMorgan Chase Bank Fax: (866) 889-9772 1111 Polaris Parkway, OH1-0634 john.t.stelzer@jpmorgan.com Minneapolis, MN 55402 Exhibitor Relations Michael Reardon (617) 985-2165 State Street Bank & Trust mjreardon@statestreet.com 1776 Heritage Drive North Quincy, MA 02171 Industry Liaison Paul Sherf (313) 222-4356 Comerica Bank psherf@comerica.com 411 W Lafayette, Mail Code 3531 Detroit, MI 48226 Communications/Secretary Charity Olson Associated Trust Company (920) 327-5609 433 Main Street, 5th Floor charity.olson@associated.com Green Bay, WI 54301

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2013 BDUG Membership

Associated Trust Co., N.A.

433 Main Street, 5th Floor

Green Bay, WI 54301 System: FIS

Beth Cravillion

Senior Vice President

(920) 327-5603

beth.cravillion@associatedbank.com

Charity Olson

Trust & Treasury Ops Mgr

(920) 327-5609

charity.olson@associatedbank.com

Bank of America (Illinois)

135 South LaSalle Street

Chicago, IL 60603 System: Unspecified

Elizabeth Creek

Vice President

(312) 835-3275

liz.creek@baml.com

Veneta Kokenes

Senior Vice President

(312) 992-9790

veneta.kokenes@baml.com

Janek Patel

Assistant Vice President

(312) 992-9792

janak.patel@baml.com

Rick Ledenbach

Assistant Vice President

(312) 992-9497

richard.ledenbach@baml.com

Voting Member

4 of 23

2013 BDUG Membership

Bank Of America, N.A. (Texas)

1201 Main St, 9th Flr

Dallas, TX 75202 System: PACE (core AMT)

Paul J. Rigali Jr.

Senior Vice President

(214) 209-6700

paul.j.rigali@baml.com

Tina Lukaris

Senior Vice President

(214) 209-6904

tina.lukaris@baml.com

Karen Arellano

Vice President

(213) 345-3381

karen.arellano@baml.com

Wanda Randle

Director

(214) 209-7022

wanda.d.randle@baml.com

BBVA Compass Bank

15 South 20th Street

Birmingham, AL 35233 System: SEI Trust 3000

Cindy Valasek

Vice President

(205) 297-7538

cindy.valasek@bbvacompass.com

Stacy Nicholson

Senior Vice President

(205) 297-6621

stacy.nicholson@bbvacompass.com

Voting Member

5 of 23

2013 BDUG Membership

BMO Harris

11270 West Park Place

Milwaukee, WI 53224 System: FIS TrustDesk

Andrew Paulus

Vice President

(414) 815-3722

andrew.paulus@bmo.com

Mark Cashion

Vice President

(414) 815-3539

mark.cashion@micorp.com

Cyntha Hammerel

Assistant Vice President

(414) 815-3631

cyntha.hammerel@bmo.com

BNP Paribas - Custody Services

525 Washington Blvd, 9th Flr

Jersey City, NJ 07310 System: TCS BaNCS

Dean Galli

Director

(201) 850-6951

dean.galli@us.bnpparibas.com

Walter Palmer

Director

(201) 850-6976

walter.palmer@us.bnpparibas.com

John Novelli

Vice President

(201) 850-6962

john.novelli@us.bnpparibas.com

Voting Member

6 of 23

2013 BDUG Membership

Branch Banking & Trust (BB&T)

223 W. Nash Street, 3rd Floor

Wilson, NC 27893 System: SunGard AddVantage

Anthony Pope

Vice President

(252) 246-4439

atpope@bbandt.com

James Groves

Vice President

(252) 246-2190

jgroves@bbandt.com

Caja De Valores, S.A.

25 de Mayo 362 C1002ABH

Buenos Aires, 4th Floor System: Unspecified

Dr. Martin Paladino

Deputy Settlements Manager

54-114-317-8914

mpaladino@cajval.sba.com.ar

Caldwell Trust Company

201 Center Road, Suite 2

Venice, Florida 34285 System: Proprietary

Ashley Harrison

Operations Supervisor

(800)338-9476

Ashley@ctrust.com

Marcia DeVries

CFO

(800)338-9476

marcia@ctrust.com

Voting Member

7 of 23

2013 BDUG Membership

Citigroup

3800 Citigroup Center

Tampa, FL 33610 System: Proprietary

Elizabeth Gabb

Managing Director

(813) 604-1149

Elizabeth.gabb@citi.com

Elizabeth Vilar

Senior Vice President

(813) 604-1986

elizabeth.vilar@citi.com

City National Bank

CN Plaza, 555 S. Flower St, 10th floor

Los Angeles, CA 90071 System: SEI Trust 3000

Joel Gallant

Senior Vice President

(213) 673-9206

joel.gallant@cnb.com

Nina Concio

Vice President

(213) 673-9222

nina.concio@cnb.com

Comerica Bank

411 W. Lafayette, Mail Code 3531

Detroit, MI 48226 System: SunGard AddVantage

Brian McDonald

Senior Vice President

(313) 222-4356

brian_mcdonald@comerica.com

Paul Sherf

Vice President

(313) 222-4301

psherf@comerica.com

Voting Member

8 of 23

2013 BDUG Membership

Commerce Trust Company, a Division

922 Walnut St

Kansas City, MO 64106 System: FIS

Paul Zietlow

Vice President

(816) 234-1732

paul.zietlow@commercebank.com

Thomas DeCesare

Senior Vice President

(816) 234-2101

tom.decesare@commercebank.com

Deseret Trust Company

60 E South Temple, Suite 800

Salt Lake City, UT 84111 System: Unspecified

R. Scott Nielsen

Vice President

(801) 433-1517

NielsenSC@deserettrust.com

Tyler Burnett

Supervisor

(801) 433-1522

BurnettTG@deserettrust.com

Federal Home Loan Bank of Atlanta

1475 Peachtree St

Atlanta, GA 30309 System: Proprietary

Petrina Benton

Asst Vice President

(404) 888-8212

pbenton@fhlbatl.com

Wendy Kosek

Vice President

(404) 888-8219

wkosek@fhlbatl.com

Voting Member

9 of 23

2013 BDUG Membership

Fifth Third Bank

38 Fountain Square Plaza

Cincinnati, OH 45263 System: AMTrust

Diane Willen

Vice President

(513) 358-7754

diana.willen@53.com

Lila McCabe

Vice President

(513) 358-4100

lila.mccabe@53.com

Home Federal Bank of Tennessee

515 Market St, Suite 500

Knoxville, TN 37902 System: SunGard AddVantage

Chris Hopkins

Assistant Treasurer

(865) 541-6077

chris.hopkins@homefederaltn.com

Sherry Ellis

Vice President

(865) 541-6532

sherry.ellis@homefederaltn.com

Huntington National Bank

7 Easton Oval

Columbus, OH 43216 System: SunGard AddVantage

Gary Baker

Section Manager

(614) 331-9991

gary.baker@huntington.com

Mary Rinaldi

Vice President

(614) 331-8663

Mary.Rinaldi@huntington.com

Voting Member

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2013 BDUG Membership

JPMorgan Chase Bank, N.A.

14201 Dallas Parkway

Dallas, TX 75254-2917 System: Proprietary & SEI Trust 3000

John Stelzer

Vice President

(614) 213-7142

john.t.stelzer@jpmorgan.com

Todd Rhodes

Vice President

(469) 477-1083

todd.f.rhodes@jpmorgan.com

Key Bank, N.A.

4900 Tiedeman Road MC-OH-01-49-0327

Cleveland, OH 44144 System: AMTRUST

Brice Stammen

Vice President

(216) 813-4133

brice_a_stammen@keybank.com

Scott MacDonald

Vice President

(216) 813-6227

scott_r_macdonald@keybank.com

M&T Bank

One M&T Plaza, 8th Floor

Buffalo, NY 14203 System: SEI Trust 3000

Donna O'Leary

Assistant Vice President

(716) 842-5981

doleary@mtb.com

Jeremy Hubbard

Assistant Vice President

(716) 842-2378

jhubbard@mtb.com

Chris Golinski

Vice President

(716) 842-5566

cgolinski@mtb.com

Voting Member

11 of 23

2013 BDUG Membership

Mitsubishi UFJ Trust & Banking Corp

420 Fifth Avenue

New York, NY 10018 System: Innovest Systems

Carla Tennesen

Vice President

(212) 915-0047

ctennesen@us.tr.mufg.jp

Edward Caplette

Senior Vice President

(212) 915-0044

ecaplette@us.tr.mufg.jp

Mizuho Trust & Banking Company

135 W 50th St

New York, NY 10020 System: SunGard GLOBALPLUS

George Ziemer

Senior Vice President

(212) 373-5720

gziemer@mhtny.com

Phyllis Thompson

Vice President

(212) 373-5991

thompson@mhtny.com

Voting Member

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2013 BDUG Membership

Northern Trust Company

801 S Canal St

Chicago, IL 60607 System: Unspecified

Arnita Harris

Vice President

(312) 444-7280

alh@ntrs.com

Glenn Lee

Vice President

(312) 557-7289

gl15@ntrs.com

Marjorie McCoy

Vice President

(312) 557-9171

mnm1@ntrs.com

Rosa Garcia

Second Vice President

(312) 444-3259

rg36@ntrs.com

Regions Bank

250 Riverchase Parkway East

Birmingham, AL 35244 System: Unspecified

Gerald M Sheridan

Vice President

(205) 560-3968

gerald.sheridan@regions.com

Joey Luallen

Assistant Vice President

(205) 560-7293

joey.luallen@regions.com

Voting Member

13 of 23

2013 BDUG Membership

Reliance Trust Company

1100 Abernathy Rd NE, Suite 400

Atlanta, GA 30328 System: SunGard AddVantage

John Randall

Senior Vice President

(678) 458-4547

jrandall@relico.com

Terri Rollo

Vice President

(678) 274-1618

trollo@relico.com

State Street Bank & Trust

1776 Heritage Drive

North Quincy, MA 02171 System: Unspecified

Brent E. Blake

Vice President

(617) 985-8547

beblake@statestreet.com

Michael J. Reardon

Vice President

(617) 985-2165

mjreardon@statestreet.com

Joan Donahue

Vice President

(617) 985-0469

joan.donahue@statestreet.com

John H. Sullivan

Officer

(617) 985-0657

jhsullivan@statestreet.com

Maggie Salisbury

Vice President

(647) 775-5670

msalisbury@statestreet.com

Voting Member

14 of 23

2013 BDUG Membership

SunTrust Bank

303 Peachtree Street NE, Suite 1400

Atlanta, GA 30311 System: SEI Trust 3000

Ellen Powell

G Vice President

(404) 581-1610

ellen.powell@suntrust.com

Tunya Green

Vice President

(404) 588-7564

tunya.green@suntrust .com

Texas Treasury Safekeeping Trust

208 East 10th Street Suite 408

Austin, TX 78701 System: QED

Julia Meade

Administrator

(512) 463-1988

julia.meade@cpa.state.tx.us

Monique Kollar

Director S&CS

(512) 463-3788

monique.kollar@cpa.state.tx.us

Trustmark National Bank

248 East Capitol Street, Room 580

Jackson, MS 39205 System: SunGard AddVantage

Anita P. Higgins

First Vice President

(601) 208-7777

ahiggins@trustmark.com

Daniel McHale

Operations Manager

(601) 208-6824

dmchale@trustmark.com

Voting Member

15 of 23

2013 BDUG Membership

U.S. Bank, N.A.

1555 North River Center Drive

Milwaukee, WI 53212 System: SEI Trust 3000

Mary L Forgy

Vice President

(414) 905-6298

mary.forgy@usbank.com

Scott Olson

Vice President

(414) 905.5462

scott.olson2@usbank.com

UMB Bank, N.A.

928 Grand Avenue, 4th Floor

Kansas City, MO 64106 System: Unspecified

Jack Curtis

Vice President

(816) 860-8737

jack.curtis@umb.com

Pete Bergman

Vice President

(816) 860-1142

peter.bergman@umb.com

Union Bank

350 California St, 8th Floor h-801

San Francisco, CA 94104 System: SEI Trust 3000

Maggi Boutelle

Senior Vice President

(619) 230-3958

maggi.boutelle@unionbank.com

Trace Bronstone

Vice President

(415) 705-7401

trace.bronstone@unionbank.com

Voting Member

16 of 23

2013 BDUG Membership

Wells Fargo Bank, N.A.

733 Marquette Avenue

Minneapolis, MN 55479 System: SEI Trust 3000

Lindsay Klombies

Senior Vice President

(612) 667-0656

Lindsay.r.klombies@wellsfargo.com

Terry Bouthilet

Vice President

(612) 667-5930

terry.bouthilet@wellsfargo.com

Cheryl Wilson

Vice President

(612) 667-0236

cheryl.g.wilson@wellsfargo.com

Lacey Peterson

Vice President

(612) 667-1947

lacey.j.peterson@wellsfargo.com

Matthew Leach

Trust Officer

(612) 667-8113

matthew.g.leach@wellsfargo.com

Wesbanco Bank

One Bank Plaza

Wheeling, WV 26003 System: Unspecified

Beth Feller

Coordinator

(304) 234-9256

feller@wesbanco.com

Brian Johnson

Manager

(304) 234-9427

bjohnson@wesbanco.com

Voting Member

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INDUSTRY AFFILIATE DEPOSITORY TRUST COMPANY 55 Water Street New York, NY 10041

Michael Bodson (212) 855-3700 President and Chief Executive Officer Andrew Gray (212) 855-1100 Managing Director, Core Business Management Susan Tysk-Cosgrove (212) 855-7612 Managing Director and General Manager Asset Services & Settlement Lorraine Oler (212) 855-4186 Director, Relationship Management Leon King (212) 855-4166 Relationship Manager

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BANK DEPOSITORY USER GROUP BY-LAWS

I. NAME This Association, organized in November, 1982 by representatives from several regional bank participants of The Depository Trust Clearing Corporation (DTCC), shall be known as The Bank Depository User Group, reference herein to be BDUG.

II. MISSION STATEMENT The objectives of BDUG are: to increase the information flow between DTCC bank participants and DTCC: provide DTCC’s management with input from the membership it relates to their policies, procedures, and operations; and to promote a spirit of cooperation and goodwill among the members of DTCC.

III. MEMBERSHIP AND DUES Any Bank that is a direct participant of DTCC shall be eligible to join BDUG. Application should be made to Membership Committee by the prospective member institution. The basic annual dues shall entitle each member bank to designate two individuals as voting representatives. Additional non-voting individual memberships are available to member banks. The basic annual dues and additional non-voting individual membership dues shall be reviewed by the Steering Committee annually. Annual voting and non-voting dues will be established by June for the following year. All annual dues shall be payable from each member bank by the 31st day of January each year. Non-receipt of dues can be cause for having member’s membership lapse. All funds received are utilized in the development, organization and administration of BDUG.

IV. QUORUM Twenty-Five (25) percent of the total bank membership shall constitute a quorum for the transaction of business at any meeting.

V. MEETINGS The National Steering Committee shall schedule the annual meeting to be held during the fall of each year. Additional meetings can be scheduled by the Steering Committee if deemed necessary.

The Steering Committee shall meet semi-annually. Emergency meetings of the Steering Committee may be called at the discretion of the Chairperson.

VI. ORDER OF BUSINESS At all meetings of the membership, the following shall be the order of business:

Roll Call Reports of Committees Secretary’s Report Audit/By-Laws Treasurer’s Report Communications Report Meetings and Arrangements Report Membership Report Exhibitors Report Unfinished Business New Business

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VII. ROLES OF THE COMMITTEE The Vice Chairperson from the previous year will succeed the outgoing Chairperson as Chairperson for the upcoming year. At the first meeting of the Steering Committee, the incoming Chairperson shall appoint the following officers:

1. Vice Chairperson/Audit/By-Laws 2. Treasurer 3. Secretary And the following chairpersons: 4. Meetings and Arrangements 5. Membership 6. Industry Liaison 7. Exhibitor Coordinator 8. Communications

The officers shall perform the duties set forth in the By-Laws of this Group and shall be entrusted with the affairs of the Group, subject to the approval of the membership. The Chairperson and Vice Chairperson shall not be eligible for reelection to the same office without consent of the membership. It is recommended that the roles of the organization be a two year term, but this is not mandated by these By-Laws. The officers shall be ranked in the order named in the proceeding section. In the temporary absence or inability of any officer to act, the next ranking officer may perform all of the duties and may exercise all of the powers of the absent officer, subject to the control of the Steering Committee.

• If the individual that had served as Vice Chairperson is unable to serve as Chairperson, an election for the office of Chairperson will be held.

VIII. STEERING COMMITTEE The Steering Committee shall be vested with the broad powers necessary to govern the Group within the scope of the objectives as set forth in Article 2. They shall be responsible for any dialogue/coordination/responses required with DTCC between meetings of the membership. They shall be responsible for the planning and coordination of the annual meeting of the membership.

The Steering Committee shall consist of:

Nine (9) members from the membership of the Group. New members of the Steering Committee shall be elected prior to the first Committee meeting of the calendar year to serve for a term of four (4) years. Terms of the office will be staggered so that no more than three (3) new members will assume duty in any one year.

If during the fourth year of Steering Committee membership an individual is elected to the office of Vice Chairperson that individual’s term will be extended one year in order to allow service as the Chairperson of the Steering Committee, during the following year.

Where four members end their regular four-year terms as the result of such process, one of the outgoing member’s term, excluding the Chairperson will be extended for one additional year by the joint selection of the incoming and outgoing chairperson.

Membership on the Steering Committee is open to all member banks. Applications for election should be made in writing on bank letterhead by December 1st. Recommendation of individuals for election to the Steering Committee shall be determined by a sub-committee consisting of the outgoing Chairperson, the incoming Chairperson, and the remaining members whose terms are complete.

Consideration shall be given to those applicants who have actively participated on BDUG Sub-Committees. BDUG membership meetings, or other BDUG/DTCC programs, and shall include applicant’s industry experience, and the size and geographic location of their institution.

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The Steering Committee shall have general charge of the finances of the Group. The travel and expense policies shall be reviewed by the Steering Committee annually at its June meeting. The Steering Committee shall authorize and direct the treasurer to pay monies and shall provide for the proper auditing of the Group’s account. The Steering Committee shall authorize and direct the Treasurer to invest working capital in excess of $25,000 in safe, highly liquid cash equivalents such as money market instruments; CD’s or US Government backed Treasury Securities. All investments will be at the recommendation of the Treasurer and approved by the Steering Committee prior to execution. All transactions will be conducted with the financial institution that maintains the BDUG checking account.

The Steering Committee shall be responsible for appointing appropriate representation on any industry committee or sub-committees.

If during a member’s tenure on the Steering Committee it is necessary to replace an individual for any reason, an acceptable replacement from the same institution will be given first consideration to complete the remaining term of office. Absent such a replacement, every effort will be made to have a replacement designated from another institution of similar size and geographic location.

At the first meeting of the year the Steering Committee shall appoint a Chairperson for the following standing committees:

Constitution/By-Laws and Audit Communications Exhibitor

Additional committees may be established as required. All committees shall report to the Chairperson and are subject to the control of the Steering Committee.

IX. DUTIES OF THE OFFICERS OF THE ORGANIZATION

Chairperson: 1. Shall preside at all meetings of the Steering Committee and the Group; 2. Shall represent the Group on all applicable industry committees or any meetings of such; 3. Shall be responsible for designating members, in order to handle functional tasks of the

Group; 4. Shall arrange for the auditing of financial records of the Group on an annual basis; 5. Shall be subject to the control of the Steering Committee.

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Vice Chairperson/Audit/By-Laws: 1. Shall, in the temporary absence or incapacity of the Chairperson assume all duties and

responsibilities of the Chairperson, subject to the control of the Steering Committee; 2. Shall assist the Chairperson in the performance of his/her duties; 3. Shall be responsible for the preparation, review, analysis and reporting of results for the

annual meeting surveys; 4. Shall report to the Chairperson and be subject to the control of the Steering Committee; 5. Shall audit and report on the financial records of the group on an annual basis; 6. Shall review update and report the by-laws of the group on an annual basis.

Secretary: 1. Shall prepare minutes of the Steering Committee meetings and distribute such to the

Committee members; 2. Shall prepare minutes of the annual full membership meetings and maintain such a

record for review by any member upon request; 3. Shall issue a copy of the Constitution and By-Laws to all members when amendments

become effective; 4. Shall report to the Chairperson and be subject to the control of the Steering Committee; 5. Shall maintain updates to the committee letterhead.

Treasurer: 1. Shall be responsible for and account for all receipts and disbursements of the Group, and

shall be required to deposit all funds of the Group, to the credit of Bank Depository User Group, in one or more depositories designated by the Steering Committee;

2. Shall prepare and present a financial report at each meeting of the Steering Committee and at the annual meeting meetings;

3. Shall maintain complete records for all funds disbursed; 4. Shall be responsible for all tax filling and maintenance of applicable records as may be

required for regulatory authorities; 5. Shall report to the Chairperson and shall be responsible to the Steering Committee.

Meetings and Arrangements Chairperson: 1. Shall be responsible for review and recommendation of all meeting sites for the annual full

membership meeting; 2. Shall, upon acceptance of a meeting site, be authorized to execute certain contracts to

obligate the Group for appropriate hotel and meeting room accommodations; 3. Shall be responsible for coordination of full membership meetings, including but not

limited to, the managing of the hotel, meals, meeting rooms, name tags and other meeting materials;

4. Shall report to the Chairperson and shall be responsible to the Steering Committee.

Membership Chairperson: 1. Shall maintain the complete membership roster of the Group, showing name, title,

telephone number, and institution name for each member; 2. Shall mail all notices of meetings and dues to the membership; 3. Shall maintain a dues ledger; 4. Shall prepare and distribute the Annual Roster; 5. Shall report to the Chairperson and be responsible to the Steering Committee.

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Industry Liaison Chairperson: 1) Shall represent the Group on all applicable industry committees or any meetings 2) Shall coordinate membership meetings/calls in relation to industry topics

X. COMMUNICATIONS Any quote attributed to a member of the Bank Depository User Group, for publication or use by other organizations must be approved by the Bank Depository User Group Steering Committee in advance.

XI. AMENDMENTS These By-Laws may be amended by presentation of the proposed change in writing to the Steering Committee. Such an amendment would be presented to the full membership of the Group at the next regulatory meeting. A majority of the members present shall be necessary to effect a change in such By-Laws.

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