Daniel L. and Ingrid N. Carroll - Page 11




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          partner had no prior experience in marketing recycling or similar           
          equipment; (4) the limited partners would have no control over              
          the conduct of the partnership's business; (5) there was no                 
          established market for the Sentinel recyclers; (6) there were no            
          assurances that market prices for virgin resin would remain at              
          their current costs per pound or that the recycled pellets would            
          be as marketable as virgin pellets; and (7) certain potential               
          conflicts of interest existed.  The private offering memorandum             
          also informed investors that the business of the partnership                
          would be conducted in accordance with six simultaneous                      
          transactions.                                                               
               The private offering memorandum stated that the projected              
          tax benefits for the initial year of investment for an investor             
          contributing $50,000 would be investment credits and energy                 
          credits in the aggregate amount of $86,328, plus deductions in              
          the amount of $39,399.                                                      
               The offering memorandum also included a discussion of the              
          tax aspects of the transactions and a tax opinion prepared by               
          WMDI concerning the tax issues involved in the Plastics Recycling           
          Program.                                                                    
               Also included in the offering memorandum were the reports of           
          the “F&G evaluators", Samuel Z. Burstein (Burstein) and Stanley             
          Ulanoff (Ulanoff).                                                          







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Last modified: May 25, 2011