the  m p w c Foundation,  inc. 

These are copies of minutes of this organization (in reverse order of chronology - oldest last - NEWEST FIRST).  Note that minutes of meetings that take place AFTER the Founder's death, are to be shown on the subsequent changes page.

The following meeting minutes, 2/16/18, are tentative and subject to board approval in the following year's meeting.      

meeting at Suspiros 14, Wednesday, Feb 16, 2018, attendees Dennis Finch, Janice Page, Michael Wein, the Agenda for this meeting had been submitted to all trustees prior to the meeting and it was as follows -- Any actions taken in this meeting were added to the agenda in BOLD letters

acceptance of Annual Financial Statement which is also publicly displayed at http://www.mpwcf.org/financial_statement.htm  ACCEPTED

acceptance of Minutes of last year's meeting which is also publicly displayed at http:// www.mpwcf.org/minutes.htm.                   ACCEPTED 

 Old and unfinished business:  Current status of our  expected endowment  is tabulated below              DISCUSSED AND ACCEPTED

...status marks of our future endowment:        12-31-11  12-31-12   12/31/13   12/31/14    12/31/15   12/30/16  12/31/17
...current value  of entire MPW estate (excluding any increase in house value) is

understated at ($000s omitted)…. ……………   $7,146      $8.198    $10,427    $11,252     $11,100    $12,260   $14,595
...portion of estate to go to foundation...................3.201         3.617          4,648         5,009          4,914        5,487        6,565

...percent of estate that goes to MPWCF................43%             45%            44%           44%             45%         45%         45 %

..a more detailed discussion of the estate and distributions may be found at http:// www.mpwcf.org /funding.htm    

 New business:

·         Election of Directors and Officers

·         Selection of a date and time for next year's meeting

Although the by-laws state the following is necessary in each meeting, we agreed to dispense with all of the stipulated portions called for below except the points marked (XX) which are covered above anyway.

a.    roll call 

b.    reading of the minutes of the preceding meeting (XX)

c.    reports of committees

d.    reports of officers  (xx)

e.    old and unfinished business  (xx)

f.     new business (XX)

g.    good and welfare

h.    adjournments

  Respectfully submitted, for your additions, corrections, and comments,

  Michael Wein, Secretary  

meeting at Suspiros 14, Wednesday, Mar 1, 2017, attendees Dennis Finch, Janice Page, Michael Wein, all using Skype  - the Agenda for this meeting had been submitted to all trustees prior to the meeting and it was as follows -- Any actions taken in this meeting were added to the agenda in BOLD letters

acceptance of Annual Financial Statement which is also publicly displayed at http://www.mpwcf.org/financial_statement.htm  ACCEPTED

acceptance of Minutes of last year's meeting which is also publicly displayed at http:// www.mpwcf.org/minutes.htm.                   ACCEPTED 

 Old and unfinished business:  Current status of our  expected endowment  is tabulated below              DISCUSSED AND ACCEPTED

...status marks of our future endowment:        12-31-10   12-31-11  12-31-12   12/31/13   12/31/14    12/31/15   12/30/16  2/28/17
...current value  of entire MPW estate (excluding any increase in house value) is

understated at ($000s omitted)…. ……………    $6,893     .$7,146      $8.198    $10,427    $11,252     $11,100    $12,260  $12,849
...portion of estate to go to foundation...................2,997         ..3.201         3.617       4,648         5,009           4,914        5,487       5,775
...percent of estate that goes to MPWCF................44%.... ..    ...43%....    ...45%          44%           44%             45%           45%        45 %

..a more detailed discussion of the estate and distributions may be found at http:// www.mpwcf.org /funding.htm    

 New business:

·         Election of Directors and Officers

·         Selection of a date and time for next year's meeting

Although the by-laws state the following is necessary in each meeting, we agreed to dispense with all of the stipulated portions called for below except the points marked (XX) which are covered above anyway.

a.    roll call

b.    reading of the minutes of the preceding meeting (XX)

c.    reports of committees

d.    reports of officers  (xx)

e.    old and unfinished business  (xx)

f.     new business (XX)

g.    good and welfare

h.    adjournments

  Respectfully submitted, for your additions, corrections, and comments,

  Michael Wein, Secretary

Meeting on Wednesday, February 24, 2016 at 2:15pm   attendees  Mike Schiavo, Barry Barnett, Michael Wein, all attending personally or  via Zoom (online)  CHRIS PEETERS WAS UNABLE TO ATTEND. --- The agenda for this meeting, having been submitted to all Trustees prior to the meeting, was as follows and any actions taken in this meeting, were added to the agenda in ALL BOLD letters or indented below each category:  

acceptance of Annual Financial Statement　which is also publicly displayed at http://www.mpwcf.org/financial_statement.htm --- DONE

acceptance of Minutes of last year's meeting which is also publicly displayed at http:// www.mpwcf.org/minutes.htm. --- DONE

Old and unfinished business: Current status of our expected endowment is tabulated below　　　 　 

status marks of our future endownment :12-31-09 12-31-10 12-31-11 12-31-12 12/31/13 12/31/14 12/31/15 2/23/16
...current value of entire MPW estate (excluding any increase in house value) is listed below and is understated at ($000s omitted)…. .. 　　                                                        $6,241　$6,893   .$7,146    $8.198   $10,427   $11,252    $11,100 $10,554
...portion of estate to go to foundation. 　　  2,725 　 2,997 . . 3.201      3.617       4,648      5,009        4,914     4,642
...percent of estate that goes to MPWCF......44%.... .43%.  ...45%         44%         44%       45%        44%       44%  DISCUSSED
...a more detailed discussion of the estate and distributions may be found at http:// www.mpwcf.org /funding.htm      as well as on http://www.mpwcf.org\history-estimates.htm

 Progress on the subjects of "transparency" and "continuity"　 - more info on this subject can be found on the webpages　 http:// www.mpwcf.org/transparency.htm,   http:// www.mpwcf.org/continuity.htm   and http://www,mpwcf.org/allocations.htm

 Status of Founder's health – Dr. Maxwell stated that the Founder remains in "end stage emphysema" and must take oxygen 21 hours a day, every day, as long as he wishes to continue to live here in SMA – recent stress in his life was extremely harmful to his continued life, and even much more harmful to the quality of howsoever much of his life may yet remain.   DISCUSSED

 Goals and mission – we continue to be aware that each grantee (both past and present) has a mission that is both unique and necessary in SMA. As a result of this, we wished to fund every such grantee. However, this Foundation was founded with the original goals of encouraging both Transparency (too many organizations remained secretive over the years) and Continuity (since too many organizations had begun to believe that their volunteers were immortal). As students of the history of SMA organizations, we have observed the many serious problems that the absence of achievement of these original goals caused various organizations prior to their eventual discovery that either or both of these beliefs turned out to be false and incorrect.

 In an effort to make it easier for grantees to respond each year, we had continued to improve our 3 pages of templates http:// www.mpwcf.org/templates.htm wherein we created forms for all of the input that we expected from grantees each year. That not only cut down on their work, but also showed the grantees exactly what we want and need and all they to do now was to fill in their own unique responses. This, apparently, was not sufficient for them to comply with our needs (their promises)

 Discussions, if any, of the History of the Founder and his commitments to the MPWC as well as the History of the Founder's agreements with its partners/grantees in the original period of the founding of this Foundation　 see http://www.mpwcf.org/history.htm     DONE    

Consideration of adding an additional administrative Trustee – discussion of the status of the consequences of Andy Blair’s unilateral abrogation of our contract, including discussion of the status of our continuing attempts to bring her to justice.as well as the consequences of her actions vis a vis the allocations of our endowment between San Miguel and USA grantees. Reference is made to webpage http://www.mpwcf.org/alloctions.htm     DONE

Although the by-laws state the following is necessary in each meeting, we agreed to dispense with all of the stipulated portions called for below except the points marked (XX) which are covered above anyway.

a.    roll call

b.    reading of the minutes of the preceding meeting (XX)

c.    reports of committees

d.    reports of officers  (xx)

e.    old and unfinished business  (xx)

f.     new business (XX)

g.    good and welfare

h.    adjournments

  Respectfully submitted, for your additions, corrections, and comments,

  Michael Wein, Secretary

2:15pm meeting at Suspiros 14, Friday, Mar 13, 2015 , attendees Michael Wein and Chris Peeters in person and Barry Barnett using Skype   Prior to this meeting, Peggy Bell resigned as Trustee, then said she retracted the resignation, and then did not attend after notifying us of her inability to attend quite late at night on March 12, 2015.    The agenda for this meeting, having been submitted to all Trustees prior to the meeting, was as follows and any actions taken in this meeting, were added to the agenda in ALL BOLD letters or indented below each category:

 acceptance of Annual Financial Statement which is publicly displayed at http://www.mpwcf.org/financial_statement.htm        DONE

..acceptance of Minutes of last year's meeting which is publicly displayed at http:// www.mpwcf.org/minutes.htm.         DONE

…As a result of our difficulties in gathering our Trustees at meetings, it was resolved, discussed, and passed that from now on the Trustees of this Foundation must have Skype-capability both before and on the date of each meeting from now on  - Resolution discussed and passed unanimously

Old and unfinished business:  Current status of our  expected endowment  is tabulated below    and DISCUSSED

...status marks of our future endowment:     12-31-08  12-31-09  12-31-10   12-31-11  12-31-12    12/31/13   12/31/14    3/12/15
...current value  of entire MPW estate (excluding any increase in house value) is

understated at ($000s omitted)….                   $5,247      $6,241     $6,893     .$7,146       $8.198    $10,427   $11,252    $11,388
...portion of estate to go to foundation..........     2,328        2,725       2,997      ..3.201         3.617       4,648        5,009        5,066
...percent of estate that goes to MPWCF........ .....44%....   ..44%....  ...43%...    ...45%          44%           44%        45%          47%
...a more detailed discussion of the estate and distributions may be found at http:// www.mpwcf.org /funding.htm      DISCUSSED

Progress on the subjects of "transparency" and "continuity"  - more info on this subject can be found on the webpages  http:// www.mpwcf.org/transparency.htm,   http:// www.mpwcf.org/continuity.htm  and http://www,mpwcf.org/allocations.htm

·       Consideration of adding an additional administrative Trustee – discussion of the status of the consequences of Andy Blair’s unilateral abrogation of our contract, including discussion of the status of our continuing attempts to bring her to justice.as well as the consequences of her actions vis a vis the allocations of our endowment between San Miguel and USA grantees.  Reference is made to webpage http://www.mpwcf.org/alloctions.htm   The current status of the ongoing legal action by the attorney Eva Comacho was discussed and although the Trustees noticed how slow was her progress, we agreed to continue to pursue this matter.

·       Discussion of Foundation’s termination two years after Founder’s death  - reasons and lack of other options   no changes other that noting with regret that the Andy Blair default has caused this Foundation and the women and children of San Miguel millions of USA dollars in losses because of the restrictions in the Michael Wein estate papers and their application to this Foundation, known not only by Andy Blair but also partially written by Andy Blair at the Foundation’s conception

New business:

Election of Directors and Officers   All 3 Trustees were re-elected and Barry Barnett was elected for the first time as VicePres.and 4th Trustee.

Selection of a date and time for next year's meeting  a date in late February is contemplated for 2016, at 2:15 in the afternoon, and we expect all trustees to attend solely by use of Skype.

Although the by-laws state the following is necessary in each meeting, we agreed to dispense with all of the stipulated portions called for below except the points marked (XX) which are covered above anyway.

a.    roll call

b.    reading of the minutes of the preceding meeting (XX)

c.    reports of committees

d.    reports of officers  (xx)

e.    old and unfinished business  (xx)

f.     new business (XX)

g.    good and welfare

h.    adjournments

  Respectfully submitted, for your additions, corrections, and comments,

  Michael Wein, Secretary

This meeting, held at 2:15pm , Wednesday, February 26, 2014, at Suspiros #14, was attended by MPWCF trustees Chris Peeters and Michael Wein. (Peggy Bell notified us on Feb 20th that she was still in California and would not be able to attend.)  The agenda for this meeting, having been submitted to all  three Trustees prior to the meeting, was as follows and any actions taken in this meeting, were added to the agenda in ALL BOLD letters or indented below each category:

acceptance of Annual Financial Statement which is publicly displayed at http://www.mpwcf.org/financial_statement.htm

acceptance of Minutes of last year's meeting which is publicly displayed at http:// www.mpwcf.org/minutes.htm.

Old and unfinished business:  Current status of our  expected endowment  is tabulated below 

...status marks of our future endowment:             12-31-08  12-31-09  12-31-10   12-31-11  12-31-12    12/31/13    2/25/14
...current value estate (excluding any increase in house value) is therefore

understated at ($000s omitted)….                   ...     $5,247      $6,241     $6,893     .$7,146       $8.198    $10,427   $10,310
...portion of estate to go to foundation................       2,328        2,725       2,997      ..3.201         3.617       4,648       4,543

...percent of estate that goes to MPWCF............... .....44%.....   ..44%.... ...43%...    ...45%          44%           44%         44%
...a more detailed discussion of the estate and distributions may be found at http:// www.mpwcf.org /funding.htm 

 New business:

·       Election of Directors and Officers - all officers are re-elected to the same offices for another year.

·       Selection of a date and time for next year's meeting - a date in late February is contemplated for 2015, at 2:15 in the afternoon, a much more comfortable time for the meeting.  

This meeting, held at 10am , Wednesday, March 6, 2013, at Suspiros #14, was attended by three MPWCF trustees, Peggy Bell, Chris Peeters and Michael Wein. The agenda for this meeting, having been submitted to all  three Trustees prior to the meeting, was as follows and any actions taken in this meeting, were added to the agenda in ALL BOLD letters or indented below each category:

acceptance of Annual Financial Statement -  http://www.mpwcf.org/financial_statement.htm

acceptance of Minutes of last year's meeting - http:// www.mpwcf.org/minutes.htm.

 Old and unfinished business:  Current status of our  expected endowment  is tabulated below

...status marks of our future endowment:           all-time-hi  12-31-08  12-31-09  12-31-10   12-31-11  12-31-12   2/28/13
...current value of Founder's estate (excluding any increase in house value and therefore understated at ($000s omitted) ......

...................................................................…....... $8.506     $5,247      $6,241     $6,893     .$7,146       $8.198     $8,647
...portion of estate to go to foundation.....................2,828        2,328        2,725       2,997      ..3.201         3.617      3,850
...percent of estate that goes to MPWCF................. .33%.... .....44%.....   ..44%.... ...43%...    ...45%           44%           45%
...a more detailed discussion of the estate and distributions may be found at http:// www.mpwcf.org /funding.htm

New business:

·       Election of Directors and Officers  current officers agreed to serve and were re-elected for another year.

·       Selection of a date and time for next year's meeting a date in late February is currently contemplated for 2014, however it was decided that 2:15 in the afternoon is a much more comfortable time for the meeting.

This meeting, held at 10am , Wednesday, February 22, 2012, at Suspiros #14, was to be attended by two MPWCF trustees, Chris Peeters and Michael Wein  (Peggy Bell notified us on Feb 9th that she was undergoing surgery and obviously would not be able to attend).. The agenda for this meeting, having been submitted to all  three Trustees prior to the meeting, was as follows and any actions taken in this meeting, were added to the agenda in ALL BOLD letters or indented below each category:

…introduction of Andy Blair, new assistant to the President – the new assistant, although legally bound by a contract and a privately funded  paid  advance, did not notify us that she would not attend and did not show up.  The president apologized to the Trustees, said he was overwhelmingly embarrassed by this and promised to follow-up on this incident and report back to the Trustees and our Grantees and all of our other constituents.

…presentation of Annual Financial Statement -  see http://www.mpwcf.org/financial_statement.htm

…presentation of Minutes of last year's meeting – see http://www.mpwcf.org/minutes.htm.

Old and unfinished business:  Current status of our  expected endowment  is tabulated below

...status marks of our future endowment:               all-time-hi    12-31-07     12-31-08       12-31-09      12-31-10     12-31-11     2/ 21/12
...current value estate (excl increase in house value)

 understated at ($000s omitted)……...................... $8.506   $7,801    $5,247    $6,241    $6,893 .$7,146     $7,611
...portion of estate to go to foundation.....................2,828      2,518      2,328      2,725      2,997  ..3.201       3,277
...percent of estate that goes to MPWCF..................33%........32%.......44%.......44%........43%......45%         43 %
...a more detailed discussion of the estate and its distributions may be found at http://www.mpwcf.org/funding.htm and a discussion of why that portion of the estate that goes to the foundation changed so dramatically in 2008 was discussed and will be found in the 2/26/10 minutes

 New business.

Statement from the Founder (submitted to the Trustee's meeting):

While I donated the profits from rental of apartments to SMA organizations ever since I purchased the house in 1996, I formed the Foundation in 2000 and then promised to donate my house after I died.  I added another factor after that by stating that I would donate the greater of my Mexican estate OR us$1,000,000 shortly thereafter.  As my estate grew, I added other items to the promised donation, so that the calculated (even now, in this economic crisis) value of my after death bequest is now in excess of us$3,000,000.  But I always continued with the current annual donations of the amount of the net profits from the rentals of the two apartments.  Even in 2009, when  apartments were vacant, I paid 2010 grants out of my own pocket.  But I said at that time, I would not continue that practice indefinitely.

Now the rentals have stopped completely.  I offer some options, however in any option that a grantee chooses, you will have to agree to, and actually continue, your part of the annual input, just as you've been in the past:   1) - you can continue to receive the annual grants at current amounts, but you will be dropped from the "after death endowment" (forfeiting your share of the income from the us$3,000,000 endowment.    2) - you can continue to expect your share of the income from the us$3,000,000 endowment, but you will not receive any annual grants until I die.   3) - you can offer the Foundation (and this can be in conjunction with other MPWCF grantees) volunteer help so that the apartments become rented without almost any effort on my part.  I will oversee the "end of the" (as defined) interview process and the exit process (to insure no damages), but your group must do ALL of the work IN BETWEEN as well as assure us of proper care and maintenance of the physical apartment itself.  For the usage of the apartments, you (and any other volunteering organizations) will receive XX% of the proceeds

This meeting, held at 10am , Wednesday, February 23, 2011, at Suspiros #14, was attended by all three MPWCF trustees, Peggy Bell, Chris Peeters, and Michael Wein.     The agenda for this meeting, having been submitted to all Trustees prior to the meeting, was as follows and any actions taken in this meeting, were added to the agenda in ALL BOLD letters or indented below each category:

Old and unfinished business: 

...status dates of our future endowment:           all-time-hi dec-2006 dec-2007 dec-2008  dec-2009  dec-2010  feb2011
...current value estate (excl increase in house value) is 

...............(with $000s omitted)............................ $8.506     $7,923   $7,801      $5,247     $6,241      $6,907      $7,240
...portion of estate to go to foundation....................2,828       2,679     2,518        2,328       2,725        2,997     3.244
...percent of estate that goes to MPWCF.................33%........34%........32%.........44%........44%..........43%           45%
...a more detailed discussion of the estate and its distributions was published on our webpage at http://www.mpwinsma.com/funding.htm   Further discussions of future expectations were held as well

New business:

Although the by-laws state the following is necessary in each meeting, we agreed to dispense with all of the stipulated portions called for below except the points marked (XX) which are covered above anyway.

a.        roll call

b.         reading of the minutes of the preceding meeting (XX)

c.        reports of committees

d.        reports of officers  (xx)

e.        old and unfinished business  (xx)

f.         new business (XX)

g.        good and welfare

h.        adjournments

  Respectfully submitted, for your additions, corrections, and comments,

  Michael Wein, Secretary

This meeting, held at 10am , Friday, February 26, 2010, at Suspiros #14, was attended by all three MPWCF trustees, Peggy Bell, Tony Adlerbert, and Michael Wein.     The agenda for this meeting, having been submitted to all Trustees prior to the meeting, was as follows and any actions taken in this meeting, were added to the agenda in ALL BOLD letters or indented below each category:

Old and unfinished business:

status marks of our future endowment:        all-time-hi    dec-2006   dec-2007   dec-2008    dec-2009
current value of the Founders estate (EXCLUDING the increase in his house’s
   value) is understated at ($000s omitted)........... $8.506       $7,923       $7,837       $5,243 ...    $6,522
portion of estate that goes to foundation…............2,828         2,679     .  2,518.         2,328          2,837

The Founder’s Trust has been now changed so that whether or not his brother pre-deceases the Founder,. the Foundation will get the bequest (after the brother's death) that otherwise was to go to the brother

New business:

Although the by-laws state the following is necessary in each meeting, we agreed to dispense with all of the stipulated portions called for below except the three marked (XX) which are covered above anyway.

a.        roll call

b.        reading of the minutes of the preceding meeting (XX)

c.        reports of committees

d.        reports of officers (XX)

e.        old and unfinished business (XX)

f.         new business (XX)

g.        good and welfare

h.        adjournments

 Respectfully submitted, for your additions, corrections, and comments,

 Michael Wein, Secretary

This meeting, held at 10am , Wednesday, February 25, 2009, at Suspiros #14, was attended by all three MPWCF trustees, Peggy Bell, Tony Adlerbert, and Michael Wein.     The agenda for this meeting, having been submitted to all Trustees prior to the meeting, was as follows and any actions taken in this meeting, were added to the agenda in ALL BOLD letters or indented below each category:

Old and unfinished business:

…status marks of our future endowment:                                          all-time-hi       dec-2006    dec-2007    dec-2008     jan -08    feb 18 2009
... current value of the Founders estate (but EXCLUDING any increase in value since 1996 purchase
         of his house) understated at ($000s omitted)..................    ........... $8.506 ..        $7,923      $7,837          $5,243    $5,397        $4,554
…portion of that estate that is to go to this foundation…......    ................2,828            2,679     .  2,601.           1,845      1.880          1,714
… probable contingency is that the Founders brother will pre-decease the founder and therefore his brother's
         bequest will additionally go to this foundation..............   ................+800 .    . .    + 730  . .   + 720   .           270  .      275            200 

New business:

Although the by-laws state the following is necessary in each meeting, we agreed to dispense with all of the stipulated portions called for below except the three marked (XX) which are covered above anyway.

a.        roll call

b.        reading of the minutes of the preceding meeting (XX)

c.        reports of committees

d.        reports of officers (XX)

e.        old and unfinished business (XX)

f.         new business (XX)

g.        good and welfare

h.        adjournments

 Respectfully submitted, for your additions, corrections, and comments,

 Michael Wein, Secretary

This meeting, held at 10am , Friday, February 29, 2008 , at Suspiros #14, was attended by all three MPWCF trustees, Peggy Bell , Tony Adlerbert , and Michael Wein .     The agenda for this meeting, having been submitted to all Trustees prior to the meeting, was as follows and any actions taken in this meeting, were added to the agenda in ALL CAPS or indented below each category:

 Old Business:

…minutes of the last meeting of the Trustees, Feb. 16, 2007 – SUBMITTED BY EMAIL AND READ AND ACCEPTED.

...presentation of Financial Reports of the Foundation – SUBMITTED BY EMAIL AND READ AND ACCEPTED

...discussion of proposed Grants to organizations,  subject to receipt and acceptance of their financial and other input as requested for this year’s grants  –  DISCUSSED prior year’s recruitment actions and as a result of personal contacts of all sorts, we have (or hope to have) new grant requests from Casita Linda, Casa Hogar Santa Julia, Mujeres en Cambio, as well as from our standbys (past grantees) Feed the Hungry, Jovenes Adelante, Computadora Pro Jovenes, and Rotary-Midday.  And we AGREED ONCE AGAIN that we will no longer make grants to any organization that does not meet our transparency requirements as we can not let these requirements lapse any more.  WE ALSO emphasized that CONTINUITY is the next order of priority for future years.

…the Founder’s estate documents were finally signed and now reflect the promises made by the Founder to this Foundation.

…we discussed the following status marks of our future endowment:   

..........................................     all-time-hi.  dec-2005.  dec-2006   dec-2007  feb28-08

…....the current value of the Founder’s estate (EXCLUDING the increase in his house’s value) is now understated at ($000s omitted)...$8.506         $6,996      $7,923      $7,837      $7,538   

…….portion of estate to go to mpwcf    2,828            2,531        2,679       2,601        2,581

…….additionally, it is probable that the Founder’s brother will pre-decease the founder and that bequest will also to go to mpwcf………    +800           +710    .    + 730      + 720        + 711

…The long-term goal of transparency made a quantum leap forward this year but continuity is still more a promise and wish.

  New Business:

...The Loans to Women microloan project progressed nicely to the point of the current stalling point (and maybe death of the project) is the acquisition of a permanent desk space at DIF or some other permanent organization wherein WE provide the manpower and everything else except the desk space and waiting room for the applicants.

...Elections of officers and Trustees for next year – OFFICERS, DIRECTORS ELECTED TO SAME POSITION AS IN 2007

...Discussion regarding next meeting (time, date, place, purposes) – AGREED TO ATTEMPT TO MEET IN LAST WEEK OF FEBRUARY 2009.

 Although the by-laws state the following is necessary in each meeting, we agreed to dispense with all of the stipulated portions called for below except the three marked (XX) which are covered above anyway.

  Respectfully submitted, for your additions, corrections, and comments,

   Michael Wein , Secretary

This meeting, held at 10am , Friday, February 16, 2007, at Suspiros #14, was attended by all three MPWCF trustees, Peggy Bell, Tony Adlerbert, and Michael Wein.     The agenda for this meeting, having been submitted to all Trustees prior to the meeting, was as follows and any actions taken in this meeting, were added to the agenda in ALL CAPS or indented below each category:  

…minutes of the last meeting of the Trustees, Feb. 24, 2006 – SUBMITTED BY EMAIL AND READ AND ACCEPTED.

... presentation of Financial Reports of the Foundation – SUBMITTED BY EMAIL AND READ AND ACCEPTED

... discussion of proposed Grants to organizations,  subject to receipt and acceptance of their financial and other input as requested for this year’s grants  –  DISCUSSED COMPUTADORES PARA JOVANES,  $2,000 in prizes at Oct 2006 party that was intended to raise awareness of MPWCF work and solicit entries from prize winners (science camp, mujares en cambio, casita Linda, and SPA), and any others (including UU and FTH) that MET our requirements as we can not let requirements lapse any more. 

 New Business:

...Elections of officers and Trustees for next year – OFFICERS, DIRECTORS ELECTED TO SAME POSITION AS IN 2006

 …a further discussion regarding grantee's "financial accountability" to all of each grantee's constituents (their employees, volunteers, grantors, grantees, etc.)  I was asking for nothing other than that which IRS asks to make any contribution tax deductible, plus a plan of continuity to give us some minor assurance that the grantees will continue their missions after this foundation’s founder is deceased.  DISCUSSED AND AGREED THAT THIS IS A MUST FOR ALL GRANTEES

 …reveal and discuss Michael Wein’s own status and plans regarding the following:

 ·          current health and future prospects

 ...Discussion regarding next meeting (time, date, place, purposes) – AGREED TO ATTEMPT TO MEET IN LAST WEEK OF FEBRUARY 2008.

 Although the by-laws state the following is necessary in each meeting, we agreed to dispense with all of the stipulated portions called for below except the three marked (XX) which are covered above anyway.

  Respectfully submitted, for your additions, corrections, and comments,

  Michael Wein, Secretary

This meeting, held at 10am , Friday, February 24, 2006, at Suspiros #14, was attended by all three MPWCF trustees, Peggy Bell, Tony Adlerbert, and Michael Wein.     The agenda for this meeting, having been submitted to all Trustees prior to the meeting, was as follows and any actions taken in this meeting, were added to the agenda in ALL CAPS or indented below each category:

…minutes of the last meeting of the Trustees, Feb. 25, 2005 – SUBMITTED BY EMAIL AND READ AND ACCEPTED.

... presentation of Financial Reports of the Foundation – SUBMITTED BY EMAIL AND READ AND ACCEPTED

...discussion of proposed Grants to organizations other than FTH and UU,  subject to receipt and acceptance of their financial and other input as requested for this year’s grants  –  DISCUSSED GLOBAL JUSTICE, RED CROSS, COMPUTADORES PARA JOVANES AND OTHER POSSIBILITIES

 New Business:

...Elections of officers and Trustees for next year – OFFICERS, DIRECTORS ELECTED TO SAME POSITION AS IN 2005

…a further discussion regarding grantee's "financial accountability" to all of each grantee's constituents (their employees, volunteers, grantors, grantees, etc.)  DISCUSSED AND AGREED THAT THIS IS A MUST FOR ALL GRANTEES

…reveal and discuss Michael Wein’s own status and plans regarding the following:

·          current health and future prospects

·          current estate (now some us$7,000,000 plus) and controls over its ever-increasing values

·          his will and how he controls the allocations to beneficiaries (the MPWCF and others) including "restrictions" over some beneficiaries' use of their bequests

·          the MPWCF and its bylaws and current and future operating instructions

·          the founder's intentions (25% to FTH, 15% to UU%, 60% elsewhere) and the restrictions for all grantees regarding the MPWCF's requirements for grantee's missions and transparency

·          default provisions if any or all grantees do not meet these requirements either before or after the founder's death

·          why he insists (and have insisted since 1997)  on transparency

·         controls over trustees' actions or changes now and after the founder's death (both by the default grantees and by local parties)

·         ALL OF THE ABOVE WAS DISCUSSED AND DETAILS OF THE DISCUSSION ARE ATTACHED TO THESE MINUTES – EMAIL WAS ALSO SENT TO EACH OF THE TRUSTEES COPYING THE DISCUSSIONS

 ...Discussion regarding next meeting (time, date, place, purposes) – AGREED TO ATTEMPT TO MEET IN LAST WEEK OF FEBRUARY 2007.

 Although the by-laws state the following is necessary in each meeting, we agreed to dispense with all of the stipulated portions called for below except the three marked (XX) which are covered above anyway.

a.             roll call

b.             reading of the minutes of the preceding meeting (XX)

c.             reports of committees

d.             reports of officers (XX)

e.             old and unfinished business (XX)

f.              new business (XX)

g.             good and welfare

h.                adjournments

  Respectfully submitted, for your additions, corrections, and comments,

  Michael Wein, Secretary

This meeting, held at 10am , Friday, February 25, 2005 , at Suspiros #14, was attended by all three MPWCF trustees, Peggy Bell, Tony Adlerbert, and Michael Wein.     The agenda for this meeting, having been submitted to all Trustees prior to the meeting, was as follows and any actions taken in this meeting, were added to the agenda in ALL CAPS or indented below each category:  

 (**)  the most updated versions of these Foundation statements are shown at their current status on our web-site at http://smanumber1.tripod.com/    Your attention is particularly drawn to the many vastly redone pages  of the web-site  

  Respectfully submitted, for your additions, corrections, and comments,

  Michael Wein, Secretary

This meeting, held at 10am , Wednesday, February 25, 2004 , was attended by all three MPWCF trustees, Peggy Bell, Tony Adlerbert, and Michael Wein.    

The agenda for this meeting, having been submitted to all Trustees prior to the meeting, was as follows and any actions taken in this meeting, were added to the agenda in ALL CAPS or indented below each category:

 New Business:

 (3)  the most updated versions of these Foundation statements are shown at their current status on our web-site at http://smanumber1.tripod.com/index.htm    Your attention is particularly drawn to vastly redone pages of FAQs (frequently asked questions), IRS (regarding our relationship with the USA IRS), and Trustees (which describes most of our internal processes both before and after the death of the Founder).

 Respectfully submitted, for your additions, corrections, and comments,

 Michael Wein, Secretary

This meeting, held at 10am this morning,  February 24, 2003 , was attended by all three trustees, Tony Adlerbert, Peggy Bell, and Michael Wein.

 We read, accepted, and signed the minutes of the last meeting of the Trustees, Feb. 13, 2002.

 The agenda for this meeting, having been submitted to all Trustees prior to the meeting, was as follows and any actions taken in this meeting,  were added to the agenda in ALL CAPS:

 (**)  the most updated versions of these reports are shown at their most complete status on our web-site http://www.geocities.com/mpwinsma/toc.htm

 (1) email of report presented at Annual Meeting was sent to all Trustees by email on 2/11/03 .

 Although the by-laws state the following is necessary in each meeting, we agreed to dispense with all of the stipulated portions called for below except the three marked (XX) which are covered above anyway.

 "The order of business at all meetings  shall be as follows:

1. roll call

2. reading of the minutes of the preceding meeting (which is to be handled by email after each meeting)

3. reports of committees

4. reports of officers (XX)

5. old and unfinished business (XX)

6. new business (XX)

7. good and welfare

8. adjournments"

 Respectfully submitted, for your additions, corrections, and comments,

 Michael Wein, Secretary

This meeting, held at 10am this morning, was attended by all three trustees, Tony Adlerbert, Peggy Bell, and Michael Wein.  (meeting of Feb 13, 2002)

 We read, accepted, and signed the minutes of the last meeting of the Trustees, August 29, 2001 (the organizational meeting).

 The agenda for this meeting, having been submitted to all Trustees prior to the meeting, was as follows and any actions taken in this meeting,  were added to the agenda in ALL CAPS:

Respectfully submitted, for your additions, corrections, and comments,

Michael Wein, Secretary

     The combined first meeting of ORGANIZERS and TRUSTEES of the corporation was held on August 29, 2001 at 10 a.m.

      The following ORGANIZERS of the corporation were present:

           Michael Wein,  Anthony Adlerbert,  Bart Mullis, being all of the ORGANIZERS of the corporation and a quorum.

      The following original TRUSTEES of the corporation were present:

           Michael Wein,  Anthony Adlerbert,  Bart Mullis, being all of the TRUSTEES of the corporation and a quorum.

      Michael Wein was elected temporary chairman and temporary secretary.

      The chairman reported that the incorporators took the following action:

      Adopted by-laws regulating the conduct and affairs of the corporation.

      Appointed TRUSTEES of the corporation: Peggy Bell, Anthony Adlerbert, and Michael Wein

       Fixed the address of the registered agent and the registered office address at 5912 San Bernardo , Laredo TX 78041-2506 , USA , and the principal business address of the corporation at Suspiros #14, San Miguel de Allende, Gto., 37700, Mexico .

      The chairman circulated a copy of the Consent To Action Taken In Lieu of Organization Meeting executed by the President and upon motion duly made, seconded and carried, it was

      Resolved, that the actions taken by the incorporators as set forth in the Consent To Action Taken In Lieu of Organization Meeting is hereby approved, ratified and in all respects confirmed.

      The chairman stated that the election of officers of the corporation was now in order.  The following persons were nominated:

 A vote of TRUSTEES was taken and the nominees were elected officers of the corporation.

      The president and secretary thereupon assumed their respective offices in place and stead of the temporary chairman and the temporary secretary.

      Upon motion duly made, seconded and carried, it was

      Resolved, that since Texas does not require a physical seal, none be adopted, and further

      Resolved that the president and treasurer be and they hereby are authorized to issue certificates for members, if and when we ever have members, although none are existent now, and further

      Resolved that the corporate record book and membership roll book is not necessary at this time.

      Upon motion duly made, seconded and carried, it was

      Resolved, that any persons designated by the President of the Corporation are authorized on behalf of the Corporation to:

1. open and maintain one or more brokerage accounts for and in the name of the Corporation at DB Alex. Brown, LLC, the clearing house for Wall Street Access, a brokerage firm;

2. deposit, deliver, assign, withdraw and transfer funds, instruments and securities of any type;

3. sell any securities owned by the Corporation;

4. buy any securities in a cash account;

5. execute all documents, and exercise and direct the exercise of all duties, rights, and powers, and take all actions necessary or appropriate to perform the powers enumerated above.

      Further resolved, that the president of the Corporation shall certify in writing any changes in the powers, office or identity of those persons authorized to perform the powers enumerated above.  DB Alex. Brown LLC (referred to herein as Deutsche Banc Alex. Brown) may rely upon any such certificate of authority furnished by the Corporation until written certification of any change in authority shall have been received by Deutsche Banc Alex Brown.  Any past action in accordance with this resolution is hereby ratified and confirmed.  Powers previously certified by the Corporation shall not be affected by the dispatch or receipt of any other form of notice nor by any change in the position with the Corporation held by any person so empowered.  Any officer of the Corporation is hereby authorized to certify these resolutions to whom it may concern.

      Further resolved, that any persons designated by the President of this corporation are hereby authorized to sell, assign, transfer and deliver stocks, bands, evidences of interest and/or indebtedness, rights and options to acquire the same, and all other securities, corporate or otherwise, now or hereafter held by this corporation in its own right or in any fiduciary capacity, and to execute any and all instruments necessary, proper or desirable for the purpose; further, than any past action in accordance herewith is hereby ratified and confirmed, and further, that any officer of the Corporation is hereby authorized to certify these resolutions to whom it may concern.

      And further resolved, that a resolution for that purpose on the printed form of said depositary was adopted and was ordered appended to the minutes of this meeting.

      On motion duly made, seconded and carried, it was

      Resolved, that the signing of these minutes by the Trustees shall constitute full ratification thereof and waiver of notice of the meeting by the signatories.

      There being no further business before the meeting, on motion duly made, seconded and carried, it was adjourned.

 Dated August 29, 2001

 Michael Wein, Secretary   _____________________________________

 Michael Wein, Trustee      _____________________________________

 Anthony Adlerbert, Trustee ____________________________________

 Peggy Bell, Trustee ____________________________________________

Consent to Action Taken in Lieu of the Organization Meeting of THE MICHAEL PAUL  WEIN CHARITABLE FOUNDATION, INC.

      The undersigned, being the TRUSTEES of the corporation hereby consent to the action taken, as hereafter stated, in lieu of the organization meeting:

      A copy of the certificate of incorporation together with the receipt issued by the Texas Secretary of State showing the date and payment of the filing fee for the original certificate of incorporation was appended to this statement.

      By-laws regulating the conduct and the affairs of the corporation, as prepared by counsel for the corporation were adopted and ordered appended thereto.

      The following persons were appointed TRUSTEES of the corporation:

           Anthony Adlerbert, Peggy Bell, Michael Wein

      The offices of the corporation were fixed as follows:

 the address of the registered agent and the registered office address at 5912 San Bernardo, Laredo TX 78041-2506, USA, and the principal business address of the corporation at Suspiros #14, San Miguel de Allende, Gto., 37700, Mexico.

 The undersigned accept their appointment as TRUSTEES:

 Anthony Adlerbert____________________________________

 Peggy Bell ___________________________________________

 Michael Wein _______________________________________

 The following are appended to this consent:

     copy of the certificate of incorporation

     copy of receipt issued by the Texas Secretary of State

     copy of by-laws