Understanding UICI's 1244 Stock in 2016

As a practical matter as you discovered on the previous webpage, UICI™ (hereafter also called Unity) is; technically speaking, in a start-up position. Therefore, it is extremely important to understand there will be a period of time in which Unity will not be earning any money. Our most important obligation and responsibility during this time period is to ensure the Corporate Secretary is paid on time after meetings and her monthly retainer is received on the first Monday of every month. In addition, there is also a need to pay for printing supplies, refreshments, mailings to owners and a host of other critical operations that are absolutely necessary during this start-up period. IRC Section 1244 Stock is best suited for capitalization purposes during our early growth and development as a corporate enterprise.{Click here to learn more about contructive dividends}

The money being referred to is called, Seed Money or Seed Capital. In 1996, George Sistrunk and Edward C. Graham basically funded Unity's entire operation after the Board literally abandoned the corporation. It was much easier then. George maintained the office, the telephone service, renewed the license, handled all the operational functions; as well as, provided and paid for all the supplies and equipment during this period. Today 19 years later, he is still doing the same thing. When the renegade Joyner Administration moved the office, that was also the Registered Agent's office, they left him holding the bag for everything. None of the current owners realized this was happening. In addition, rather than throw Unity out, he made the decision; as an Accommodating Director, that such actions would not be in the best interest of the corporation. Edward C. Graham and Otis Harrison also agreed filing lawsuits would be damaging to Unity's corporate image. {Why having a C Corporation is important for major capitalization}

Therefore, money for such necessary items, in addition to the retainer and hourly pay for the Corporate Secretary, includes but is not limited to money for petty cash, reinstatement expenses, stationery, rents, utilities, office equipment, utilities, PPMs (Private Placement Memoranda) and inventory. This money will be needed for at least one to three months. One of the simplest ways to do this is the same way Black Americans have always had to do things...PIECEMEAL... that is to say, everybody giving a little. As you can plainly see, Otis Harrison's revolutionary concept of many paying a little is based on the financial reality that the overwhelming majority of the people in the Black community have little or no discretionary income, are heavily in debt and can barely pay their living expenses. As great as "many paying a little is" it cannot work without Transitional Documents {Click here for information on a Rule 504 offering with family and friends}

Directors of Unity International Company, Inc.™, (hereafter also called UICI™) will act as though it is a policy of UICI™; during this early stage of its development and growth, to thoroughly examine the proposed “Small Business Corporate” status for UICI™ so that no monetary loss will be experienced by UICI™’s shareholders/owners during UICI™’s initial growth stage. This is achieved by establishing a policy that will organize and manage UICI™’s corporate affairs so that during this initial growth stage the corporation maintains its qualification as a “Small Business Corporation” as defined by IRC Section 1244.

Section 1244 gives the shareholder/owner the advantage of treating any loss he/she/they (those filing joint returns) incur as an “ordinary loss” on his/her/their Federal Income Tax Return(s). This can be as high as $50,000.00 for an individual or $100,000.00 in case a joint return is filed. Naturally, it is difficult, if not impossible, to find 2,000 people in Orangeburg’s Black community that can invest $50,000.00 or $100,000.00 in a corporate venture. This is why UICI™’s stock; at the Founder’s level, is priced so low when compared to other ethnic communities in America. Without the shelter of Section 1244, any loss must be treated as a “capital loss”. {Click here to review qualified "Small Business" Stock & 1244 Stock}

Stockholders/owners and UICI™ have nothing lose by limiting UICI™’s initial funding to $1,000,000.00 so that the corporation qualifies as a “Small Business Corporation” pursuant to IRC Section 1244. The provisions therein can only operate to the advantage of UICI™ and the shareholder(s)/owner(s). If for some reason the corporation fails to qualify by exceeding one million dollars in capitalization, then the shareholders/owners and the corporation are left in the same position as though the Board of Directors never attempted to qualify and no such policy was ever enacted. {Click here to review the minutes from April 9, 1996} {Click here to review the minutes from April 16, 1996 item #9}

In 1996, the Joyner Administration never passed the Resolution that authorized issuing 2,000 shares of common stock in order to comply with IRC Section 1244. If you will review the 1996 List of Allegations, the number one allegation was a failure to pass badly needed resolutions. Authorizing the designation of 1244 Stock was one of those badly needed resolutions. {Click here to review the August 21, 1996 List of Allegations} {Click here to review the History of UII's 1244 Stock}

REVIEWING SECTION 1244 IN PRACTICAL TERMS

FIRST: In practical terms, operating under Section 1244, during UICI™’s early growth and development frees the Board and the Standing Committee from the restrictions and requirements of Regulation D. Neither the Board, nor the Standing Committee has to concern themselves with finding accredited investors that earn $200,000.00 annually or $300,000.00 jointly. These requirements alone, virtually eliminate the entire Black community in Orangeburg and everywhere else on Planet Earth.

SECOND: As a policy matter, operating under the guidelines of Section 1244, allows the Board to offer 1244 Stock to anyone with $500.00. This immediately expands UICI™’s ability and capability to give more people in the Black community the opportunity to become shareholders/owners of a major corporate enterprise. Since the signatories to the "Declaration & Attestations of Exclusive Use & Co-ownership" own the copyrights, patents, registration and/or trademarks, they do not have to pay any more money. This will be discussed more thoroughly in General Meetings with the Standing Committee and during meetings of the Board of Directors. [If you are a signatory and do not have a copy contact the Secretary of the Standing Committee]

THIRD: IRC Section 1244 Stock will allow UICI™ to pay off all of its debts including any borrowed money and any out of pocket expenses from current owners. Every owner must remember, the first duty, obligation and responsibility of every corporation is to pay its debts before any new business is undertaken. {Click here to read more about Section 1244 Stock at the Owner's Website}

To illustrate how IRC Section 1244 works to the benefit of the corporation and the shareholders/owners, the following example is not indicative of the Black community, however, it is indicative of other ethnic communities in America. IRC Section 1244 provides the shareholders/owners of a “Small Business Corporation” (SBC) as defined by the code, to treat up to $50,000.00 on an individual return, or $100,000.00 on a joint return each year as an “ordinary loss” rather than a “capital loss” in the event the corporation fails to perform as anticipated.

Assume Mary Fletcherstreet invests $80,000.00 in a “Small Business Corporation” (SBC) and Johnny Colemanstreet invests $120,000.00. Both are married. Assume further, that two years down the road, the “SBC’s” stock becomes worthless. Instead of an $80,000.00 long-term “capital loss”, Mary has an $80,000.00 “ordinary loss” to deduct on her Federal Income Taxes on a joint return and Johnny has $100,000.00 to deduct as an “ordinary loss” and $20,000.00 as a long-term “capital loss”, instead of the entire $120,000.00. As far as the “SBC” is concerned, under Section 1244, the “SBC” loss can be used as a net operating loss deduction, whereas, a "capital loss" cannot be used. Whatever loss that might be experienced in the Black community will be $500.00 times the number of shares an individual purchases. {Click here to review Understanding UII's Capital Stock}