Sent: Sunday, =uly 08, 2018 1:34 AM To: Max Kohlenberg Cc: Richard Kahn Subject: Fwd: Marital Trusts Before responding to your letter in full, I would li=e to clarify a few matters. Interspersed below. Noam Forwarded =essa e From: Max Kohlenber Date: Sat, Jul 7, 2018 at 4:43 AM Subject: Marital Tru To: Noam Chomsky Cc: Richard Kahn Noam —<=u> <1=> Thank you for your reply. As you indicate that you are not being represented by counsel I will=reply directly to you, with a copy to Rich (as you suggest). Please consid=r: <1=> 1. As a starting point, let me note that I t=ink you and Rich may have misunderstood (at least initially) the terms of =he settlement that Harry proposed through his attorney. Rich and I discussed this in a call about 10 days ago and I'm hopi=g that misunderstanding has been cleared up, but as I'm not a part= to your exchanges (and Rich's exchanges) with Harry's att=rney I can't be sure. I'm also not certain whether t=e terms of the proposed settlement have changed. All I can say for sure is that=characterizing the offer as one in which distributions to you cannot excee= $100K per year is not consistent with my understanding of what has been o=fered. The reason why the proposal is too outrageous=to discuss has nothing to do with the technicalities of the handout that H=rry is graciously offering. I'll review the background, once again. As I've discussed before, the Marital Tru=t was established in Carol's name for tax purposes. The obvious =ntention, clearly understood by Carol and me, and of course Eric Menouya, was that it would be available to the survivor -- Carol we assumed -- and =hen what remains would go to the beneficiaries. The idea that we int=nded that Carol would control "her" funds and I would control &q=ot;mine" is too ludicrous to discuss, though I understand the legalistic conjuring that can be adduced to reach this conclusion. As you note, I was not working with you at the =ime you and Carol drew up your wills and trusts, but what you describe is not consistent with Eric's notes (which I have), nor w=th the fads as I understand them. You are right that tax savings we=e a major driver to the planning (and 5 EFTA_R1_01789334 EFTA02601516

the plan did in fact result in substantial savings of both estate and income =axes) but it was not drafted with the expectation that Carol would survive=you. The question of who would be the survivor is irrele=ant. Carol and I assumed that she would be the survivor, but there w=s no reason to tell anyone, and it has no bearing at all on the fact that our intention was that the principal would be available to t=e survivor, then going to the children The decision to fund Carol's trust with both financial=assets and your Cape and Lexington homes was made when Carol was already i=l and (as far as the notes indicate) with the expectation that she would predecease you. This is quite surprising, and I would like som= clarification. Most important, I don't see how any significant =ecisions could have been made during those years, who could have made them= or why it was done. Obviously Carol could not have done so. She had to undergo massive brain radiation as soon=as the biopsy was taken, and serious cognitive and physical decline was imrediate. Nor could I have been involved. I very much wanted to =eep her at home, rather than the only alternative -- a nursing home. I managed to do so for two years, until the end, =ut it required 24- hour care, and I was in no position to think about such =atters. If I had been informed -- I don't recall anything of the=sort -- I couldn't have paid any attention or granted truly informed consent. So I would like to learn more about =hese decisions. Secondly, I don't understand them. H=w could the Cape and Lexington homes fund the Trust? Did the funds f=om selling the Lexington house go to the Trust? How was it funded be=ore. Would appreciate clarification on this. Of course we knew by then that she would prede=ease me. It was a medical miracle that she was able to survive that =ong, on experimental drugs, as a last resort. The records that I have seen do not indicate what your expectations (or Carol's) were as to =ow the Marital Trusts were to be made available to you after Carol was gon= — for that the independent trustee of the trusts (whether me or m= successor) has to rely on the terms of the trusts themselves, the information that's given by the trust beneficiarie=, and the law surrounding such trusts. I'd be interested, of course, in knowing abou= the records you have seen, but it would hardly be surprising if there is =o explicit record of what is obvious simply to common sense. We were a married couple who cared for each other and for our children, pu=ting a Trust in Carol's name for tax purposes. What sort of luna=y would it to set up a Trust for one of us to have access to but not the o=her? So of course you are unlikely to find notes about it. If Harry forces this to litigation, all of this will=have to come up, either in court or in public in some other manner.=/b> When I appointed Harry to replace me as trust=e, I took for granted that he would handle the trust as I had. His b=havior since, and this latest proposal, make it very clear how wrong that assumption was. This proposal calls for him to be in =omplete charge, which means, as he has shown, that I can only plead for so=e funds by accepting conditions that he knows I will not accept. You=recall, I presume, that this was true even when I faced an enormous tax bill because my IRA was being depleted for th= benefit of the family. To refresh your memory, let me repeat again w=at was happening with my IRA until I learned about it. There is a ma=datory withdrawal. Half was being distributed to family. The other half was being used for taxes and management fees for the entire=estate. In order to pay Alex's medical expenses, and to pay $50,=00 a year for rent and upkeep on the house in Wellfleet that we had given =o the children and that I was barely using, I had to withdraw extra funds from the IRA, with the onerous tax burden. The same when I withdrew something to live on. Under these cir=umstances, Harry refused to release funds from the Trust for tax relief wi=hout onerous and humiliating conditions that he knew I would not accept. Easy to predict what might happen under =ess extreme conditions. It was not until 2017 that I was able to ove=come the accumulated burden of these actions. 6 EFTA_R1_01789335 EFTA02601517

In the previous paragraph you offer to "refresh my mem=ry" and in the prior paragraph you say "You recall, I pres=me ". Without going into detail, I have to note th=t my recollection of the events you describe is not consistent with yours (though it may not be ent=rely consistent with Harry's either — I am not sure). In my case it is not recollections. When I =egan to understand what was happening, I looked into the matter, and have =he documents at hand, including the mail interchanges about Harry's refusal. The rest is straightforward and unambiguous doc=ments. Since my own recollections may be the subject of testimo=y in the legal proceeding that Harry has initiated, or in one that you may=commence, I think it better that I not recite my own recollections here. Note that Harry's exhibit B, beginning wi=h section 9, is utterly false, and consciously so. All of the above has be=n explained to him over and over. It is not only consciously false, but is framed as a vicious and ugly attack on Valeria, implicitly a=cusing her of responsibility for the escalation of expenses which, as Harr= knows, was caused by the actions just described once again. c=span> For such reasons, Harry's proposal is, as=l said, too outrageous to discuss. 2. As you know, Harry's attorney has=commenced a legal action that is intended to facilitate my resignation and=the appointment of a successor trustee to take my place. Since you've wanted me removed for some time and since I've said=(from the first time you and I met) that I only wanted to serve as trustee=if all the family members wanted me to serve, I'm looking forward =o resigning as soon as the court determines how I am to do so and how my successor is to be selected. =/u> 3. Given that my replacement is impending, i= might be worth waiting until my successor is in place before responding t= my requests for financial disclosure, as it's possible that my successor won't share my views as to what the trustee of t=e trusts needs to know before making decisions about distributions. =ikewise, if my successor will be identified soon it might make sense for m= to hold off on any distributions and leave it to the new trustee to work with you on figuring all of this out. =n this regard I'm kind of a "lame duck" trustee, w=uldn't you say? 4. To the extent that you want to push forwa=d while I remain the trustee, let me again state the basis for financial d=sclosure by you. It is that, as trustee, I owe a duty to you and I owe a duty to your children (as the remainder beneficiaries o= the trusts). For the present my primary duty is to you and it is to=distribute to you all income earned by the trusts, net of expenses,=u> Until., asked about the matter recently, I am aware of no income distributed to me earned from the trusts. I cannot be sure, because I have no re=ord of having received any accounting of what is happening to the trusts, =ncluding distributions to others (or as required, to me). Could you =hen please send me the records on these matters since 2009, when I appointed Harry to replace me as trustee.=/u> I provided reports on income, expenses =nd distributions to Deborah Pechet Quinan last October and I copied those reports to Richard (and updated them) in the last 60 days. I think i= might be easiest if Richard forwarded those reports to you, but if he can=E2 t for some reason then I will do so when I am back in my office.c/=pan> I would like to know more =bout this. Richard Kahn did forward reports to me, but all that I see is from the last few years, after I requested information. I don't =ave any records for the years since 2009, when I appointed Harry trustee, =either about the income that was supposed to be paid to me or about distri=utions from the Trust or any accounting of those years. So could you send them to both of=us, along with documentation about any distributions that 7 EFTA_R1_01789336 EFTA02601518

were made. =ln particular, I would like to know the reason why there is virtually no income from the trust -- whether it was paid to me from 2009 or not. And about the instructions for any distributions that may have been mad= from the Trust. and to distribute to you =or pay on your behalf) additional monies as reasonably needed to the extent that your income from other sources is not sufficient to s=pport your reasonable expenses. Notwithstanding your stat=ment that "As for the claim about concern for my later years, that has been thoroughly r=futed" it has not been refuted in th= context of my trusteeship and it remains my duty to consider distribution= in light of the possibility that you will have a reasonable need for distributions from the trust for many more year=, and perhaps in increasing amounts, depending on your circumstances in th= future. I didn't respond be=ore but perhaps I should have. I will be 90 years old in a few month=. I'm not going to live forever. You know how much is in t=e Trust. You also know my spending habits. Harry would not have millions of dollars if I hadn't been working all my life and =aving money for him and his sisters. Despite the ugly implications a=out Valeria in Harry's letter, nothing material changed after our marr=age beyond what I described and can readily document, with one exception. In Lexington, I was living rent-free, =he mortgage having been paid years earlier. Valeria and I decided that tak=ng care of a big house with steps everywhere and everything else that owni=g a house in Lexington entails -- snow removal, etc., and a difficult drive to work through New England winter we=ther -- made no sense at my age, and that we should move to an apart=ent close to work with no steps or other problems. Not your business, but =ne thing that shocked me about Harry's letter was his complaint that l=moved from a house to a "new home" -- insinuation obvious -- in =act an apartment with no winter driving to my office and convenient for someone my age. S. As for the specifics of disclosure, what = need to consider is (a) what your income was in 2017, since that was the =asis for the tax payments you seek to have reimbursed, (b) what your income is likely to be this year and going forward, (c) what=your expenses were in 2017 and are likely to be in 2018, and (d) whether a=y of your income (or other resources) are being used for purposes that the=trust cannot support (such as gifts to third parties). So far, Rich has provided me with some rough=information about your 2017 expenses. There are some gaps in that in=ormation, but nothing that can't be cleared up pretty easily (I th=nk). Rich has also assured me that you have not made any gifts that have diminished your resources and I assume you would confi=m that to me. What I don't have at this point is enough information about your in=ome, so that I can consider what the gap is between your expenses and your=income, which is the gap the trusts might help to close up. With res=ect to your income in 2017, all I can see is that your income tax obligations seem to be much higher than they were pre=iously. I'm assuming that reflects a jump in income from (i)=the profit made on the sale of the condominium, and (ii) large withdrawals=from your IRA. If you want to provide me with more information (bearing in mind what I noted in item #3, above) then inf=rmation about your 2017 income and what your income is likely to be this y=ar is what I most need. 8 EFTA_R1_01789337 EFTA02601519

There is a very simple reason for the income =ax obligations. The depletion of the IRA that I reviewed again above=imposed a huge tax burden, which we were still attempting to deal with in 2017. After Harry's refusal to release some fund= from the trust to pay the exorbitant taxes resulting from what was happen=ng, I of course had to withdraw funds from the IRA to pay taxes on the who=e estate, incurring a new exorbitant tax burden. Despite some small relief later from the trust after I had r=peatedly pointed this out, it carried over through the 2017 tax bill. So for that reason, taxes were extremely high. That curious episo=e is at last finally over, leaving many questions unresolved about what was happening while I was paying little attention, r=lying on advisers to ensure that matters were proceeding appropriately I hope this is helpful an= will wait to hear more from you and/or Rich. </=> Maxap> </=> </a, A. Max Kohlenberg<=> Howland Evangelista Kohle=berg Burnett, LLP One Financial Plaza =80 Suite 1600 Providence, Rhode Island =2903 Direct: Main: 401.283.1234<=span> Fax: 401.283.12214=pan> <1=> www.hekblaw.com <http://www.hek=law.com/> </=> </=> This email and any attach=ents thereto are intended only for use by the addressee(s) named herein and may contain legally privileged and/or confidential information. =f you are not the intended recipient of this email, you are hereby notifie= that any dissemination, distribution or copying of this email, and any at=achments thereto, is strictly prohibited. If you have received this email in error, please immediately notify me by =eturn email and permanently delete the original and any copy of this messa=e or attachment. Thank you. </=> 9 EFTA_R1_01789338 EFTA02601520