August 13, 1996 - Shareholders' Second: Letter To Members Of The Board

To: Members of the Board

Dr. C. W. Joyner, Jr.,

Evangelist Dorothy P. Snider

Mrs. Carolyn O. Stroman

Carl X. Wright

Mr. Willie B. Owens - Director

Mr. William H. Wilson - Director

Mrs. Lillian L. Green - Secretary

Fr: George M. Sistrunk

Edward C. Graham

Honorable Ladies and Gentlemaen:

As you know, we have been trying to bring you back to Unity. Currently, you are in open rebellion and your actions depict those of corporate raiders. (individuals who try to seize control of a successful business operation by less than honorable means).

You are being led down a path to personal ruination and destruction because of misinformation and a lack of understanding of how Unity is structured...and you are going to destroy everything we have struggled so long to build in the process. Currently, a series of lawsuits is being contemplated that could cause you to lose your homes, possessions and even livelihood. It does not have to go this far.

All you have to do is have a meeting with the partners and shareholders and you will understand how and why you will lose if this matter is taken to a court of law. The reason you will lose this battle and destroy yourselves in the process is because Unity is not structured like a typical American, English or European Corporation. Quite frankly, I don't know why your arrogance and egos are so reluctant to have this meeting, which is the right thing to do.

We are not interested in getting rid of the board. You have been asked to resign, so that if you are re-instated as captains of the ship, you will have a clear direction of how to proceed to our destination of financial independence. Right now you are badly off course.

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In my capacity as developer, have I ever given you information that was inaccurate? Even when an attorney gave Dr. Joyner unreliable information concerning our loan broker agreement, I went to the law books and brought you back the correct legal statutes under which he could act. Is this not true?

Lawyers cannot operate outside of the law or they will be disbarred. If you do not believe this ask your lawyer. Just because a person saids or can prove he/she is a legitimate practicing attorney, does not necessarily mean that person is competent. I suggest you check out the competency of the lawyer in which you are going to entrust your futures.

The lawyers I have consulted cannot understand why Unity's board is behaving the way you are, when you absolutely and positively cannot win a legal battle. They don't understand why you are "hell bent" on being destroyed financially. You do not realize being a member of the board does not necessarily constitute ownership. If you do not believe this....ask your lawyer.

Also on page 2, ARTICLE III, section 3.3 of our General Partnership agreement, you will notice board of directors is conspicuously absent. There is a reason for that. If you will also notice, all references in our agreements are to Unity International and not the board of directors. There is a reason for that also.

These safeguards were instituted so that no board of directors will ever be able to take over the company illegally by passing resolutions. Furthermore, it is the corporation that has perpetual existence and not the board of directors. You need to ask your lawyer about this also.

Every good lawyer knows asking the right question is far more important than the answer. Only by asking the right question can one arrive at a reliable answer. It is rare, that a wrong question yeilds a right answer. Ask your lawyer the following questions.

1) Does he/she fully understand how Unity is structured to operate?

2) Does he/she fully understand who are the principals of Unity? (You will be shocked when you discover the answer.)

3) Does he/she fully understand what constitutes a legitimate "ownership interest" within Unity's legal parameters and under federal and state laws?

4) Does he/she fully understand how Unity validates shares of stock?

5) Does he/she fully understand who is considered a principal under Unity's validation procedure?

6) Does he/she fully understand wht the board of directors is not the absolute authority?

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7) Ask your lawyer, under Title 33, Sections 33-6-210(b) and 33-6-101(2)(ii) who is the only incorporator of Unity International that has fully validated, fully paid, and nonassessable shares? {Click here for the definition of nonassessable shares}{Click here to review Sections 33-6-101(2)(ii) & 33-6-210(b)}

8) Ask your lawyer, under these state statutes, who can out vote anybody at this point in time, an who, (under federal and state statutes) is the number one principal of Unity?

9) Ask your lawyer can an incorporator or anyone else under state and federal regulations vote shares that are not fully paid or fully validated and nonassesable? {Click here to review Section 33-7-210(a)}

10) Ask your lawyer which class of Unity's stock is available for validation...and why the other class must be excluded? {Click here to review Section 33-7-250(a)-(b)}

11) Ask your lawyer, Unity under Unity's system who holds those shares that must be validated? {Click here to understand Unity's capital stock}

12) Ask your lawyer, under Unity's system, why loyalty to the CEO and/or any board member and not to the principals is a serious breach of trust in this corporation? {Click here to understand more about Unity}

13) Ask your lawyer what is Unity's system for share validation and what document/s must be used in order for validation to be legitimate? {Click here to learn more about Transitional Documents}

14) Ask the lawyer to ask the board does any member of the current board know Unity's validation procedure?

15) Ask your lawyer why share validation is vitally important in order to establish authority and ownership within Unity's structure?

16) After asking all of these questions, ask the lawyer who is the only incorporator within Unity that has the legal authority of a principal?

17) After asking all of these questions, @500.00 per share, how much is that guy worth? and why is he under state and federal statutes legally worth that much?

18) Ask your lawyer why, under Unity's system, Title 33, Sections 33-7-101 and 33-7-102 do not apply?

While you are at it, ask yourselves the same questions. Now do you understand why...you can't win in any court. Now do you understand why you must call the meeting to resolve this matter, before the entire board ends up in the poorhouse. We have no desire to file lawsuits to recover damages on behalf of the principals of Unity. We feel you are the victims of mis information.

If you continue not to respond to our request to hold the meeting and notify the partners and shareholders of that meeting, we will have no choice but to file a damage lawsuit against the board on behalf of the principals of unity. I suggest all of you find out who those principals are under Unity's legal parameters.

George M. Sistrunk Edward C. Graham

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Note: The Chair and Co-Chair of the Standing Committee have signed copies of this SECOND: LETTER TO THE BOARD. {Click here to review Section 33-41-30 SC Code of Laws}

The following list are actions the managing board must do to rectify the current situation.

1. Return all documents belonging to Unity International, Inc., back to 198 Russell Street.

2. Repay Unity International, Inc., any corporate funds it used to move their office furniture to 1845 Russell Street or 2475 Russell Street; whichever is the real address.

3. Cease representing themselves as board members of Unity International, Inc., until after the vote of the General Partners and Principals.

4. Repay Unity International, Inc., any corporate funds they used to install phone lines, purchase furniture, fixtures, paints, or make repairs to 1845 Russell Street or 2475 Russell; whichever is the real address.

5. Repay Unity International, Inc., any corporate funds they used to pay personnel other than compensation to an authorized general partner, general partner recruiter, field coordinator or director for field activity.

6. Repay Unity International, Inc., any corporate funds they used to purchase supplies or equipment for 1845 Russell Street or 2475 Russell Street; whicheveris the real address.

7. Return all documents belonging to George M. Sistrunk, including but not limited to all forms, Prospectuses, Memorandums, agreements, electronic data information, any slides or overheads with information written or produced by George M. Sistrunk; either individually or collectively with others.

8. Reimburse any expenses incurred by George M. Sistrunk, Edward C. Graham or Otis Harrison to remedy the impasse between the managing board, the accommodating directors and Unity's principal.

9. Restore phone service back to 198 Russell Street as soon as possible and pay expenses incurred to transfer the phones back to Unity International Inc.'s offices at 198 Russell Street.

10. Pay rent at 198 Russell Street for the month of August, 1996.

11. Have resignations ready, in case they are not reinstated.

12. Turn in log sheets to validate their shares of stock.

13. Turn in information concerning any new general partner and/or shareholder so that corporate registers can be updated.