From: Richard Kahn ████████████████████████
Sent: Thursday, December 14, 2017 2:50 PM
To: jeffrey E.
Subject: Fwd: Carol S. Chomsky Marital Trusts - Distribution

Importance: High

Richard Kahn
HBRK Associates Inc.
575 =exington Avenue 4th Floor
New York, NY 10022
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Email information:

*   **From:** Deborah Pechet Quinan
*   **Subject:** FW: Carol S. =homsky Marital Trusts - Distribution
*   **Date:** December 14, 2017 at 9:52:24 AM ST
*   **To:** Noam Chomsky, Valeria Chomsky, Richard Kahn

Dear Noam, Valeria and Richard,

Please =ee Max's response to the discussion I had with him on =uesday. He has offered to make the $150,000 tax distribution but =e wants my affirmation on Noam's behalf of the items =elow. I am prepared to provide the acknowledgements that Max has =equested in item 2. I do not think item 1 requires an =cknowledgement as it is simply a statement of Max's position =hich he has now provided in writing.

Please =onfirm that you are in agreement with my agreeing to and acknowledging =tem 2 and the items set forth therein. As soon as I receive this =rom you I will proceed asap to respond to Max in the affirmative and to =onfirm that he may make the estimated tax payment directly to the =RS. I will also at that time obtain the tax payment voucher from =ick Nichol's office.

I have no objection to Max providing the list of =orporate trustees he references in item 3. It can't hurt =o see what he is thinking in this regard. Please let me know if I =ave your permission to request the list.

I await =our response.

Thank =ou,
Deborah

Deborah Pechet Quinan, Esq. LL.M.
Shareholder
Chair, Trusts & Estates =roup
255 State Street, 7th Floor | Boston, MA 02109
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Assistant - =ayne Mahoney: ██████████
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From: Max Kohlenberg [mailt██████████████████████████████]
Sent: Thursday, December 14, 2017 =:57 AM
To: Deborah Pechet Quinan
Subject: Carol S. Chomsky Marital =rusts - Distribution

Deborah-

I'm following up on our conversation on =uesday about principal distributions to Noam from the Carol S. Chomsky =arital trusts. Please consider the following:

1. As I stated to you and as I now affirm to =ou in writing, I am certain that in the exercise of my discretionary =ower to make distributions of principal from the trusts I'm =ntitled to inquire into Noam's financial circumstances, =ncluding (a) the nature and extent of his resources, (b) his sources of =ncome, and (c) his expenditures. In fact, I'm equally =ertain that my fiduciary duty to Noam requires me to obtain that =nformation so as to adequately address his long-term needs and to =nsure that the trust is used for his exclusive benefit during his =ifetime. (I am mindful of the interests of Noam's =hildren, as residuary beneficiaries of the trusts, and of my fiduciary =uty to them as well, but as I've stated to you previously, my =rimary concern has been and continues to be Noam's =nterests.)

2. Having previously been assured (prior to =aking tax payments on Noam's behalf at the end of 2015 and in =arly 2016) that Noam would engage in a financial planning process with =ick Nichols, and having notified you at the time that I did not intend =o make any further principal distributions until that process was =ompleted, I informed you on Tuesday that I was not prepared to make any =rincipal distributions to Noam now. On further reflection, and =indful of Noam's distress, I've reconsidered the =ircumstances and am willing to make the proposed $150,000 payment to =he IRS on his behalf, provided that you will (a) urge Noam to engage in = financial planning process (with Nick Nichols or another financial =rofessional of his choosing), (b) urge Noam to cooperate in =roviding some information to me about his financial resources, income =nd expenses (to a degree mutually acceptable), and (c) impress upon =oam the fact that though I am now making another tax payment from the =rust on his behalf, I do so with no intention of making further =istributions of principal unless he completes the financial planning =nd disclosure process that was agreed upon in 2015.

3. Lastly, with respect to my trusteeship, I =ave suggested to Harry Chomsky that I prepare a short list of =ualified, professional trustees for his consideration and for Noam'=. It is my hope that one of those candidates would be acceptable to =arry and to Noam (with your recommendation). This seems to me a good =pproach, given that Harry has unequivocally declared his unwillingness =o appoint Rich Kahn as my successor. Needless to say, if you'= like to suggest another approach to finding a successor to me I will =e glad to discuss it with Harry.

If you =re in agreement with the points set out above, please reply =cknowledging each of them and please also affirm that (as was the case =ith respect to the 2015 and 2016 tax payments) you have no objection to =y direct payment of funds to the IRS, as an expedient and permissible =eans to expedite that payment (instead of having me arrange for the =istribution of the funds to Noam's personal account for =ubsequent payment to the IRS). Lastly, please ask Noam's =ccountant to prepare a suitable estimated tax payment voucher and =orward it directly to me as soon as possible. I will then ask =oam's investment advisors at Bainco to raise the necessary =unds and make the payment.

Looking forward to your reply,

Max

A. Max =ohlenberg
Howland Evangelista Kohlenberg Burnett, LLP
One =inancial Plaza – Suite 1600
Providence, Rhode Island 02903
Direct: 
Main: 
Fax: = 
<mailto: >
www.hekblaw.com <http://www.hekblaw.com/>

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