Ragay, Camarines Sur, Philippines
THIS DECLARATION OF TRUST is made by:
AILEEN MULKERRINS of Ragay, Camarines Sur, Philippines (the "Founding Trustee")
1.1 Name
This trust shall be known as the Nana Bambi's Family Trust (the "Trust").
1.2 Governing Law
This Trust is established under the laws of the Republic of the Philippines, including the Civil Code of the Philippines and all applicable statutes.
1.3 Purpose
The Trust is established to hold, protect, and steward the assets of the Nana Bambi's enterprise in perpetuity for the benefit of the family and community it serves. It exists not for extraction or profit, but for stability, continuity, and generational opportunity.
1.4 Founding Date
This Trust is declared on the date of execution below.
2.1 Initial Trust Property
The Trust shall hold as its primary asset all issued shares in Nana Bambi's Corporation (or such corporate entity as is duly incorporated under Philippine law to operate the enterprise).
2.2 Hub Land
The land upon which the Nana Bambi's hub operations are situated, being land owned outright by Aileen Mulkerrins, shall be transferred into the Trust upon incorporation of the corporate entity.
2.3 Future Assets
Additional land, property, or assets may be transferred into the Trust by resolution of the active Trustee, subject to the restrictions in Part 4.
3.1 Founding Trustee
AILEEN MULKERRINS is appointed as Founding Trustee with full authority over all Trust decisions from the date of establishment.
3.2 Successor Trustee
BRIGHDE MULKERRINS, Filipino citizen and daughter of the Founding Trustee, is named as Successor Trustee.
Succession occurs automatically upon:
3.3 Subsequent Succession
Following Brighde Mulkerrins, trusteeship passes to her direct descendants in order of age, provided they are Filipino citizens. If no eligible descendant exists, the active stewards named under Part 5 may appoint a successor by unanimous resolution.
3.4 Trustee Requirements
All Trustees must at all times be Filipino citizens. No trustee may hold any position that creates a conflict of interest with the purpose of the Trust.
3.5 Sole Trustee
At any time there shall be one active Trustee only. Co-trusteeship is not permitted except during a transition period not exceeding 90 days.
These restrictions are perpetual and binding on every Trustee without exception. No resolution, amendment, court order, or external pressure may override them.
4.1 Non-Sale Rule
The enterprise, its corporate shares, its land, and its core assets cannot be sold, transferred, or assigned to any external party — including corporations, investors, government bodies, religious institutions, or individuals outside the family succession line.
4.2 No External Control
Control of the Trust and the enterprise cannot pass to any external party by any means including merger, acquisition, assignment, court order, or creditor action.
4.3 No Fragmentation
The enterprise operates as one integrated system. Individual spokes (departments) cannot be separated, sold independently, or transferred outside the Trust structure.
5.1 Trust Property — Scope
The Trust holds all assets funded, acquired, or built by Aileen Mulkerrins and Aidan Mulkerrins from their own capital:
These are our assets, built with our capital. Under Option A they remain ours. Under Option B, farmlands only are shared — see below.
5.2 Two-Option Structure
This Trust provides for two alternative structures. Option A applies by default. Option B is activated only if the conditions in clause 5.7 are met.
Our trust. Our capital. Our land. Our house. Our enterprise. Everything we have built and acquired belongs to the Trust and passes to our sole beneficiary.
5.3 Option A — Sole Beneficiary
Under Option A, the sole beneficiary of all Trust assets — farmland, the Del Gallego house, all other housing, the enterprise, and all capital assets — is:
BRIGHDE MULKERRINS — daughter of Aileen and Aidan Mulkerrins.
No other party holds any share, stake, claim, or entitlement to any Trust asset under Option A. Arianne, Rojan, and their children have no interest in the Trust under this option.
5.4 Option A — Full Authority
The Trustee (Aileen, then Brighde per Part 3) holds full and sole authority over all Trust assets and the enterprise. No other party has governance rights, voting rights, or any say in how the assets are managed, used, or disposed of — subject only to the absolute restrictions in Part 4.
Activated only if Rowena Dalangin voluntarily transfers her current land holdings into the Trust. On activation, farmlands are shared three ways. The house, enterprise, and non-farm assets remain with Brighde.
5.5 Option B — What Is Shared
Upon activation, farmland only is divided into three equal shares. The following assets are NOT shared and remain the sole entitlement of Brighde Mulkerrins:
5.6 Option B — Farmland Beneficiary Lines (Equal Thirds)
All farmland held by the Trust — including Rowena Dalangin's transferred holdings and all farmlands acquired by Aileen and Aidan Mulkerrins — is divided into three equal shares:
| First Third | Brighde Mulkerrins — daughter of Aileen and Aidan Mulkerrins. Holds her share directly. |
| Second Third | Tobias Dalangin Gassner and Matao Dalangin Gassner — children of Arianne. They hold equal halves of this third. Arianne acts as guardian until each child reaches the age of legal majority. Arianne holds no personal stake — she is guardian only. |
| Third Third | Rojan — holds his third directly for life. Upon Rojan having children, his share passes to his children. If Rojan dies without children, his third reverts equally to the other two beneficiary lines (Brighde's line and Arianne's children's line). |
5.7 Option B — Land Governance (Equal Voice)
Under Option B, land governance is separated from enterprise governance:
When a sibling dies or is permanently incapacitated, their land vote passes to their children (or guardian acting on behalf of minor children). If a line has multiple children, that line still holds one collective vote.
5.8 Option B — Activation
Option B is activated when Rowena Dalangin executes a written deed of transfer, witnessed and notarised, voluntarily placing her current land holdings into this Trust. Until that deed is executed, Option A remains in force and no other party has any claim on any Trust asset. Activation is irrevocable — once Rowena's land enters the Trust, Option B governs the farmland permanently.
5.9 Guardian Restrictions (Option B only)
Under Option B, Arianne and Rojan, whether acting as guardians or holding their farmland share directly, are subject to the following restrictions:
5.10 Stewardship Classes (Both Options)
| Passive Steward | Connected by lineage, no governance or operational authority, cannot leverage assets |
| Exit Steward | May exit through contribution-based payout — inflation-adjusted original build contribution only, approved by board |
6.1 Priority Order
At all times, financial obligations are met in this order:
6.2 Operating Reserve
A minimum three-month operating reserve shall be maintained at all times. All expansion pauses if the reserve falls below this threshold.
6.3 No Personal Leverage
No Trustee or family member may use Trust assets for personal financial gain beyond their agreed role-based salary or drawings.
7.1 Day-to-Day Authority
The active Trustee holds full day-to-day operational authority and delegates as appropriate to the corporate board and management team.
7.2 Board
A board is established within the corporate entity to govern major investments, expansion decisions, conflict resolution, and significant financial commitments. The board composition and quorum rules are defined in the corporate articles.
7.3 Founder Recognition
Aidan Mulkerrins, as the designer and founder of the enterprise, is recognised in this deed as the originating architect of the Nana Bambi's system. This recognition carries no legal ownership, no trustee authority, and no claim on assets. It is a record of contribution only.
8.1 Succession Failure
In the event that all succession lines fail and no eligible Trustee can be identified, the following applies without exception:
Transfers to a private non-profit entity established and named by the last active Trustee before succession failure occurs. This entity must be entirely secular in nature. No religious organisation, church, religious institution, or faith-affiliated body of any kind — regardless of denomination, affiliation, or structure — may receive, inherit, or assume control of the Trust, the enterprise, or any of its assets under any circumstances.
The non-profit's mandate is limited to two options only:
Land is not subject to either option above. On succession failure, all land held by the Trust transfers directly and irrevocably to the Mulkerrins family land holdings in F. Simeon, Ragay, Camarines Sur — the family seat. The land does not follow the enterprise. The land comes home.
8.2 F. Simeon — Family Land & Stewardship
The family's trusted steward and community anchor in F. Simeon, Kuya Idy, is recognised in this deed as the current head and steward of the family land in F. Simeon.
It is the intention of the Founding Trustee and the enterprise founder that the F. Simeon land be drawn into this Trust structure in time, with Kuya Idy's full knowledge and agreement, so that it is protected under the same principles — never sold, never leveraged, held for the family in perpetuity.
8.3 Family Burial Ground
It is the expressed wish of the Founding Trustee and the enterprise founder that a family burial ground be established on the F. Simeon land. This ground is to be held sacred and maintained in perpetuity by whoever stewards the land. It is not subject to sale, transfer, or development under any circumstances.
The enterprise founder, Aidan Mulkerrins, has expressed his wish to be laid to rest on this land alongside his wife Aileen — his one true heart — so that their daughter Brighde, and all who come after her, will always know where to find them.
This wish is recorded here not as a legal instruction, but as a declaration of love and belonging — that this land is home, and that home is where they stay.
9.1 Amendment
This deed may be amended only by the active Trustee in consultation with the appointed lawyer and accountant. Amendments to Part 4 (Absolute Restrictions) are not permitted under any circumstances.
9.2 Annual Review
This deed is reviewed annually. All versions are archived in the enterprise library.
Declared by the Founding Trustee:
AILEEN MULKERRINS
Signature:
Date:
Witnessed by:
Witness Name:
Witness Signature: