Estate of Wayne C. Bongard, Deceased, James A. Bernards, Personal Representative - Page 30

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          governance, 80,860 class A financial, 727,738 class B governance,           
          and 727,738 class B financial units.  This gave ISA Trust a                 
          13.61-percent ownership interest in each subclass of WCB Holdings           
          membership units.  Decedent and ISA Trust received WCB Holdings             
          class A governance, class A financial, class B governance, and              
          class B financial membership units in proportion to the number of           
          Empak shares each contributed.5                                             
               On December 28, 1996, Mark Bongard was elected chief                   
          manager, secretary, and treasurer of WCB Holdings.  According to            
          the Member Control Agreement, the chief manager is the person               
          “duly elected or appointed pursuant to the terms of this                    
          Agreement to manage the business of the Company.”  Some of the              
          chief manager’s duties include general management, presiding at             
          meetings, overseeing that orders and resolutions are carried out,           
          maintaining records and certifying proceedings, and signing and             
          delivering WCB Holdings documents.                                          
               Limitations were placed on the chief manager’s powers.  For            
          instance, the Member Control Agreement provided that the chief              
          manager was not granted sole decisionmaking authority over the              


               5It appears the number of class A governance units and class           
          A financial units issued to each member was determined by                   
          multiplying the number of Empak shares the respective shareholder           
          contributed by 10 percent, rounded to the nearest share.  The               
          number of class B governance units and class B financial units              
          issued to each member was then calculated by decreasing the                 
          number of Empak shares contributed by 10 percent of the number of           
          Empak shares contributed, rounded to the nearest share.                     




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