RECEIVED

JUN 1 1 2001
PUBLIC sewes caansaioM
OFFtCEOFCOU^B.
WELLESLEY ISLAND HOLDING CORP.
One Lincoln Center, Suite 330
Syracuse, New York 13202-1317

June 7, 2001

State of New York

Department of Public Service
3 Empire State Plaza
Albany, NY 12223-1350

Att: David R. Van Ort, Esq.

Re: Transfer: Wellesley Island Water Corp., per § 89(h) Public Service Law

Dear Mr. Van Ort:

On May 16, 2001, the Wellesley Island Holding Corp. was the successful bidder for the
capital stock of Wellesley Island Water Corp. at an auction conducted by the Sheriff of
Jefferson County pursuant to an order of the Oneida County Surrogate's Court. We enclose
copies of the following:

1) letter from the Sheriff of Jefferson County Civil Enforcement Officer Kathleen Oakes,
dated May 18,2001;

2) Notice of Sale and Affidavit of Posting of same Notice of Sale;

3) Executions;

4) corporate certificate nos. 1, 4 and 5 showing that they have been transferred by the
Jefferson County Sheriff to Wellesley Island Holding Corp.; and

5) the receipt for the payment of the $20.

6) Filing Receipt and Certificate of Incorporation showing Wellesley Island Holding Corp.
was filed with the NYS Department of State on January 18, 2000.

The original certificates in the Wellesley Island Water Corp. were re-delivered to Town of
Alexandria by the Jefferson County Sheriff, pursuant to an Operation & Maintenance
Agreement with the Town of Alexandria.
State of New York
Department of Public Service
Att: David R. Van Ort, Esq.
Page 2
June 7, 2001

Wellesley Island Holding Corp. has loaned repair and operating funds to the water
corporation. The water storage tank was repaired. A high lift was brought from Syracuse,
New York to permit the welders to reach the levels of the leak. That was accomplished within
the first week of ownership. At the present time, Pearson & Timmerman, Inc. of Watertown,
New York are installing a new submersible pump which will allow automatic response to the
pressure mechanism controlling the level of the water in the storage tank. Presently there is
one pump in operation which is manually-operated. It must be primed manually before
starting the pump, then it has to be manually turned off to guarantee that the pump does not
turn on automatically, otherwise it would bum itself out.

Wellesley Island Holding Corp. expects to be reimbursed for the loans made and future loans.
This may require the Wellesley Island Water Corp. to apply for a special assessment.

Once the repairs to the system have been completed, we anticipate issuing a request for
proposals to various engineering firms who have expertise and experience in water systems to
conduct a study to determine the cost and best method of bringing the existing systems into
compliance with current requirements.

Please take the necessary steps in order to approve the transfer of the capital stock to Wellesley
Island Holding Corp. If additional information is required, please advise the undersigned.

Please address any reply to my attention.

Very truly yours,

WELLESLEY ISLAND HOLDING CORP.

8
/^^llAf^^W
Rdinald V. Sharpe, President
^-
RVS/pjp/Encs.

cc (w/o encs):

Michael J. Myers, Esq.

Assistant Attorney General - Environmental Protection Bureau
State of New York - Office of Attorney General Eliot Spitzer
The Capitol
Albany, NY 12224-0341
1
t
ro^ct and ser0e
Sheriff of Jefferson County
753 Waterman Drive
JAMES L. LAFFERTY MARK F. WILDER
Watertown, New York 13601
SHF.RIFF UNDERSHmiT
Area Code (315)
Civil Div. 786-2714
Civil Fax 786-2721

SHERIFF'S NOTICE OF SALE

State of New York

County of Oswego 96-1350/EX-99-109

By virtue of an Execution Against Property issued out of Supreme Court of the State
of New York, to me directed and delivered, against the goods, chattels, lands and
tenements of Jack Webb, I have seized and taken all the right, title and interest of the
said Jack Webb, Defendant/Judgment Debtor in and to the following described property
to wit: Shares of Stock in Wellesley Island Water Corporation and Wellesley Island
Sanitary Corporation; Numbers 1, 4 and 5 of both entities totaling 400 shares of each
entity.

I am selling the above, subject to any liens, chattels, mortgages, conditional sales or any
encumbrances.
NOTE: TRANSFER OF THESE SHARES IS SUBJECT TO AN
ESCROW AGREEMENT DATED SEPTEMBER 11,
1985 WITH THE TOWN OF ALEXANDRIA

DATE OF SALE: Wednesday, May 16, 2001 10am

SALE WILL BE CONDUCTED AT JEFFERSON COUNTY PUBLIC SAFETY

BUILDING, 753 WATERMAN DRIVE, WATERTOWN, NY

CALL 315-786-2714 FOR DIRECTIONS, IF NEEDED.

Dated: May 1, 2001 James Lafferty

Sheriff of J^ffbrson^County- /*]

Anthony Leone, Civil Enforcement Officer

Address all communications to the Sheriff of Jefferson County Tefferson

inndV,
H<xr; of the Thousand Islands
Make all checks payable to the Sheriff of Jefferson County
 ?rotect and ^
mm jiffiSeK

;!
mw Sheriff of Jefferson County ;
!lSK
753 Waterman Drive
JAMES L. LAFFERTY
Watertown, New York 13601 MARK F. WILDER
SHERIFF UNDERSHERJFF
Area Code (315)
Civil Div. 786-2714
Civil Fax 786-2721
gUBWH
May 18, 2001 MAY 2 5 2001

Ronald Sharpe GREENE. HERSHDORFER& SHARPE

One Lincoln Center
Suite 330
Syracuse, NY 13202
RE: EX 99-109, 110 Bahar Ahmad dba Pacific Land Exchange vs
Jack Webb:

Dear Sir:
Enclosed please find an Original Sheriff's Certificate of
Sale for the purchase of stock of Wellesley Island Water
Corp. on May 16, 2001. Please note the Certificate is
made out to Wellesley Island Holding Corp.
ALso enclosed is a copy of the Notice of Sale and Affidavit
of posting of same Notice of Sale and copy of executions.
If you have any questions, please contact us.
Thank you.

Sincerelyj

>(tMjU4^ QJu^y
Kathleen Oakes
Civil Enforcement Officer
ko
encs

Address all communications to the Sheriff of Jefferson County

••nrtrttfth~
Heart of the Thousand Islands
Make all checks payable to the Sheriff of Jefferson County
 SHERIFF'S CERTIFICATE OF SALE

STATE OF NEW YORK

^iufireme COURT COUNTY OF _Osweg^ _ D0CKETN0 Ex 99-109

Baher Ahmad dba Pacific Lane ExchanfljQementCreditor,

-against-
Jack Webb , Judgment Debtor. 96-1350
INDEX NO.

I do hereby certify that by virtue of a property execution in the above entitled action, to me issued and delivered, I
did seize the following described property:
Wellesley Island Water Corp. #1 (100 shares)
Wellesley Island Water Corp- #4 (100 shares)
LWellesley Island Water Corp. #5 (200 shares)

I further certify that pursuant to Section 5233 of the Civil Practice Law and Rules of the State of New York, I did
after giving proper notice of time and place of sale, sell the property described herein on the ^°t^ day
nf May j ma 2001 , tn Wellesley Island Holding Corp. (
who was the highest bidder, therefore, for the sum of Twenty dollars and no/l00*************
Dollars ($ ^0 .00 ^ at public auction. This certification conveys all right, title and interest in the
above entitled judgment debtor may have had on the date of said sale in and to the property described herein to the
bidder described above.

DA fED: & JZ/J ZS* S SIGNED:

SHERIFF OF Jefferson COUNTY

STATE OF NEW YORK )

m UNTYOF Jef£ers0n

On this SS-TfD day of

':fames L. Larrerty
)

OlA H. .JiSlc 2001

„, .rr r -roffo_.„nn
before me, personally appeared,
, Shpriffnf Jetterson County, to me
personally known and known to be the same person described in and who executed the foregoing Instrument, and he
acknowledged to me that he executed the same.

^L^zJL. t* 4LAS=
NOTARY PUBLIC

SANDRA M. BELDEN
Notary Public, State of New York
Qualified in Jefferson County
My Commission Expires Sept. 29, saCJa?1-

PE-IR
 STATE OF NEW YORK File No.: QE908
PREME COURT COUNTY OF OSWEGO

|BAHER AHMAD D/B/A PACIFIC LAND

1
EXCHANGE
INDEX NO.: 96-1350

PLAINTIFF(S)#
AGAINST
EXECUTION
A GAINST PROPERTY
JACK WEESB With Notice to Garnishee
^ii
DEFENDANT(S).

THE PEOPLE OF THE STATE OF NEW YORK

TO: ANY SHERIFF OR MARSHAL (Levying Officer), GREETING:

-•vj
4
WHEREAS, in an action in the SUPREME COURT, COUNTY OF OSWEGO, a judgment was entered on May 20; 1999 " -:..-_r—J
in favor of BAHER AHMAD D/B/A PACIFIC LAND EXCHANGE | i_ - ~"
As PlamtiffCs) - Judgment Creditors), and against ~~~—'——
^^ JACK WEBB
As D^BKint(s) - Judgment Debtor(s) who are all parties named in said action whose last known address is:
46338 Country Route 100, Wellesley Island,New Yorkl3640
in the amount of $166,114.57, upon which there is due, owing and unpaid the sum of $166,114.57, together with interest thereon from May 20, 1999
and a transcript of the Judgment was filed on May 27,1999 with the Clerk of the County of JefTerson; and
WHEREAS, notice to the judgment debtor(s) as required by CPLR §5222(d) and in the form prescribed by CPLR §5222(e) has been duly
served upon die judgment debtor(s), if required, within one (1) year prior to the date of this execution in the manner prescribed by statute;
NOW, THEREFORE, WE COMMAND YOU to satisfy the said judgment out of the personal property of the above named judgment debtor
and the debts due to him; and that only the property in which said judgment debtor has an interest and who, upon information and belief is not deceased,
or the debts owed to him shall be levied upon or sold hereunder; AND TO RETURN this execution to the Clerk of the above Court within sixty days
after issuance unless service of this execution is made within that time or within extensions of that time made in writing by the attorneys for the judgment
creditor.
Notice to Garnishee
TO: Wellesley Island Sanitary Corporation
ADDRESS: Route 1, Box W332, Alexandria Bay, New York 13607,

WHEREAS, it appears that you are indebted to the judgment debtor, above named, or in possession or custody of property not capable of
deliver
/eiyjn which the judgment debtor has an interest, including, without limitation, the following specified debt and property
Jj^ mmMmmmm
^POW, THEREFORE, YOU ARE REQUIRED by §5232(a) of the Civil Practice Law and Rules forthwith to transfer to the said levying officer
all personal property not capable of defivery in which the judgment debtor is known or believed to have an interest now in or hereafter coming into your
possession or custody including any property specified in this notice; and to pay to the said levying officer, upon maturity, all debts now due or hereafter
coming due from you to the judgment debtor, including any debts specified in this notice; and to execute any documents necessary to effect such transfer
or payment;
AND TAKE NOTICE that until such transfer or payment is made or until the expiration of ninety days after the service of this execution upon
you or such further time as is provided by any order of the court served upon you, whichever event first occurs, you are forbidden to make or suffer any
sale, assignment or transfer of, or any interference with, any such property, or pay over or otherwise dispose of any such debt, to any person other than
said levying officer except upon direction of said levying officer or pursuant to an order of the court.
AND TAKE FURTHER NOTICE that at the expiration of ninety days after a levy is made by service of this execution, or of such further time
as the court upon motion of the judgment creditor has provided, this levy shall be void except as to property or debts which have been transferred (
paid to said levying officer or as to which a proceeding under §§5225 or 5227 of the Civil Practice Lav^an^Rtdes has been brou
MENTIK. RUDIN & TWVELPIECE, P.C.
300 SOUTH SAUNA STXEET. SUFTB 500
SYRACUSE, New YORK 13202-3300
AREA CODE (315) 474-7541 DATED: November 23, 1999
 BRRBBBBBWeBCBBBeB0OEBBEEerB0BtlBOBlBBOCBCEJEBeBllKBOBBBntf,ECBEOBitBeJEECECCB

INCORPORAT^b UNDER THE LAWS OF THE STATE OF NEW YORK

WELLESLEY ISLAND WATER CORP.

1.600 SHARES COMMON STOCK-PAR VALUE $1. EACH

. Jack B. Webb
IJ
Two Hundred
c£ £&& aotwe/ named ^^oWu^ra/u^rv /ucvus AaccC aru/ norv-aA<iedda6c& ^

InUlitllESSlllhErEDf,^- Aaid '&j?Wu>ra&0rv Aad, cattded /Aid, 'V^r&ficale, to- O* darted ^-\
b* i/d, du/u aiUAori^a/ efflcerd' and i/d* wxufioralt' tXea/ to- o& A&reun/o- tffiaxct C
^ 25th ^/ March sd.Sl.SSfX— '
\^ & /ILL

•^POSBI'SIS sT»TioMt*'» co., INC. NEW YORK

 Jack B. Webb id' //ie
»»*»One Hundred****
e>p c/ve' a&ove' namet/ lOuHfi&ra/cori' lu/Cu' /uud and n&rv-adde&dav/e'
trandf&raole' on/y' orv tne OtwAA' t& /ne/ 'tSjM/uwa/t&rt' ty, /A*, Ao/c/er- Aeret^orv

InlllitnESSlllhErEDf,^ AMJ '&xrfu>r<Uu>*v Aad, ccuma/ /Aid, io.&r^caU &• b, AopneJ

vy c/d' cUt/u au/Aorc^/ tflptc&rd' one/ i/d, wxHSiora/e' u/ea/ to- b* Aerei&n/o- afflaxd
Januar
tfa —. iSl ^/ y stfM y.oBS
^£ '2^ '^y^K-^^
SECRETARY-TREASURER PRESIDENT
aaaBaBaHHBBaaaaBBJaaBBBBMBBaaaaaBBaBaHaBaBBBtaaMBBatiBaaaaaaaia jMriuaaaaaBBgaaBB
 ^otect end Ser0e

Sherifj oj Jefferson County

EDWARD V. S1MSER
753 City Center Drive West UNDERSHER1FF
Watertown.New York 13601 786-2662
JAMES L. LAFf-ERTY
SHERIFF Area Code (315)
786-2660 /> A Correction Div. 786-2664
Criminal Div. 786-2668
Civil 0^86-2714
^^8

Received of
^^-^^^--^ the bid pcice of.
90, ro
represents au-«=~ "7 Sheriff's Sale held
d t > 1 _v ^ purchased at sneriu-

Balance of $ '—& —__due by

4pm on__

J
L
Sheeriffs Civil Deputy

^=^=^1=^
Heart of the Thousand Islands
N. Y. S. DEPARTMENT OF STATE
DIVISION OF CORPORATIONS AND STATE RECORDS ALBANY, NY 12231-0001

FILING RECEIPT

ENTITY NAME: WELLESLEY ISLAND HOLDING CORP.

DOCUMENT TYPE: INCORPORATION (DOM. BUSINESS) COUNTY: JEFF

SERVICE COMPANY: CSC NETWORKS/PRENTICE HALL SERVICE CODE: 45 *

FILED:0l/l8/2000 DURATION:PERPETUAL CASH#:000118001119 FILM #:000118001046

ADDRESS FOR PROCESS EXIST DATE

C/O GREENE HERSHDORFER & SHARPE 01/18/2000

ONE LINCOLN CENTER, SUITE 330
SYRACUSE, NY 13202-1317

REGISTERED AGENT

e * * a s. « J ,» 0 ^

STOCK: 200 NPV

r
8
»O £ s, „ « a * ^

FILER FEES 170.00 PAYMENTS 170.00

FILING 125.00 CASH 0.00

GREENE HERSHDORFER & SHARPE TAX 10.00 CHECK 0.00
ONE LINCOLN CENTER CERT 0.00 CHARGE 0.00
SUITE 33 0 COPIES 10.00 DRAWDOWN 170.00
SYRACUSE, NY 13202-1317 HANDLING 25.00 BILLED 0.00
REFUND 0.00

554987SAM DOS-1025 (11/89)

ML
/

•>.

U 'V '^
?

'.3
^onsoo^u
CERTIFICATE OF INCORPORATION
OF

WELLESLEY ISLAND HOLDING CORP.

UNDER SECTION 4 02 OF THE BUSINESS CORPORATION LAW

The undersigned, a natural person of the age of eighteen

years or over, desiring to form a corporation pursuant to the
provisions of Section 402 of the Business Corporation Law of
the State of New York, hereby certifies as follows:

FIRST: The name of the corporation is:

WELLESLEY ISLAND HOLDING CORP.

SECOND: The purpose of the corporation is to engage in

any lawful act or activity for which corporations may be
organized under the Business Corporation Law of the State of
New York, exclusive of any act or activity requiring the
consent or approval of any state official, department, board,
agency or other body without such consent or approval first
being obtained.

THIRD: The office of the corporation in the State of New

York is to be located in the County of Jefferson.

FOURTH: The aggregate number of shares which the

corporation shall have the authority to issue is:

Two Hundred (200) shares without par value.

/
1

FIFTH: The Secretary of State is designated as the agent

of the corporation upon whom process against the corporation
may be served, and the address to which the Secretary of

State shall mail a copy of any process against the corporation

served upon him is:

c/o Greene Hershdorfer & Sharpe

One Lincoln Center, Suite 330
Syracuse, NY 13202-1317
SIXTH: No director of the corporation shall be
personally liable to the corporation or its stockholders
for damages for any breach of duty in such capacity except .
where a judgment or other final adjudication adverse to said
director establishes: that the director's acts or omissions
were in bad faith or involved intentional misconduct or a
knowing violation of law or that said director personally

gained a financial profit or other advantage to which he was

not entitled, or the director's acts violated Section 719
of the New York Business Corporation Law.

Date: January 18, 2000

Sherri A Maccormack
Incorporator
Corporation Service Company
80 State Street
Albany, NY 12207

^
 State of New York \
Department of State )

I hereby certify 'hat the annexed copy has been compared with the original document in the custody of the
Secretary of State and that the same is a true copy of said original.

Witness my hand and seal of the Department of State on JAN 2 0 ZOOO1/

Special Deputy Secretary of Slate

DOS-l 266 (5/96) •• ••*

 m • I l—H
.v •lii...-,'i,'o.l». . .^ ^. :._. ^;ifca&J.iJ>UjJ<J»J""^"*t'

^^fOOOl 1800)0^
.• CERTIFICATE OF INCORPORATION

OF
WELLESLEY ISLAND HOLDING CORP

Sect ion 402 of the Business Corporation Law

Filer- GREENE HERSHDORFER &. SHARPS

ONE LINCOLN CENTER
SUITE 330
SYRACUSE, NY 13202-1317
Cust. Reftt554987SAM

DRAWDOWN
r-o

mnm
STATE OF MEWYORK
W/iraENT OF STATE
0

3 0001180001^