New Public Corporations

The PLAN will encourage a new PC not to dilute its Class A common stock shares to satisfy its UBI fund obligation.

One option we prefer is described as follows. By corporate charter, a new PC may convert a desired portion of its authorized, unissued Class A common shares to a new class of common stock defined by its features of non-voting, tax-free dividends and preemptive rights, which may be created and allotted for the specific purpose of paying off the UBI fund obligation upon their issuance.