QUIBO FINTECH LLC
OPERATING AGREEMENT

This Operating Agreement (the «Agreement») is made and entered the 26th, May 2024 by QUIBO FINTECH LLC, a private limited liability company organized under the laws of the State of Florida (the «Company»).

ARTICLE I.
COMPANY INFORMATION

  1. The name of the Company is QUIBO FINTECH LLC, and its principal place of business is located at 2165 Van Buren St, Suite 911 Hollywood, Florida.
  2. The Company is organized for the purpose of engaging in the business of providing money services, including but not limited to money transmission, check cashing, and prepaid access services.
  3. The Company is authorized to engage in business in the State of Florida and any other states in which it may be qualified to do business.

ARTICLE II.
MEMBERS

  1. The single member of the Company is Alejandro IMANA ARGANDONA (the «Member»).
  2. The Member has made an initial capital contribution of USD 69,000 to the Company in exchange for a 100% ownership interest in the Company.
  3. The Member agrees to make additional capital contributions as necessary to fund the operations of the Company.

ARTICLE III.
MANAGEMENT

  1. The Company shall be managed by the Member, who shall act in the best interests of the Company.
  2. The Member has all the voting rights and shall make decisions by his own, always consulting with his/her family associates in Bolivia, except as otherwise provided in this Agreement.
  3. The Member is the manager who oversees’ the day-to-day operations and the FinCEN Supervisory point of contact responsible for the BSA/AML & KYC compliance policies for the Company.

ARTICLE IV.
FINANCIAL MATTERS

  1. The Company shall maintain accurate and complete financial records, including but not limited to balance sheets, income statements, and cash flow statements.
  2. The Company shall prepare an annual budget for review and approval.
  3. The Company shall distribute cash and other assets to the Member in accordance with their ownership interests, after payment of all expenses and liabilities.

ARTICLE V.
TRANSFERS OF MEMBERSHIP INTERESTS

  1. The Member may transfer his or her membership interest to a third party only with a prior written consent.
  2. In the event of the Member death, his or her membership interest shall be transferred to his or her family associates in Bolivia or to a designated beneficiary.
  3. The Company shall have the right of first refusal to purchase a Member membership interest in the event of a proposed transfer to a third party.

ARTICLE VI.
DISPUTE RESOLUTION

  1. In the event of a dispute between the Member and his/her family business associates in Bolivia they shall first attempt to resolve the dispute through good faith negotiations.
  2. If the dispute cannot be resolved through negotiations, the Member shall submit the dispute to mediation by a neutral third party.
  3. If the dispute cannot be resolved through mediation, the Member may submit the dispute to binding arbitration in accordance with the rules of the American Arbitration Association.

ARTICLE VII.
MISCELLANEOUS

  1. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida.
  2. This Agreement constitutes the entire understanding of the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral.
  3. This Agreement may be amended only by the written consent of The Member and family business associates in Bolivia.

IN WITNESS WHEREOF

The parties hereto have executed this Operating Agreement as of the date first above written.

Member.- Alejandro IMANA ARGANDONA (Bolivia/United States)

Family associate 1.- Abelardo IMANA DAZA (Bolivia)

Family associate 2.- Ricardo IMANA ARGANDONA (Bolivia)