Mechanical Licensing Collective

“Mechanical Licensing Collective employees are reported for tax payroll filings by a Professional Employer Organization engaged by MLC and the PEO files all payroll tax returns and W-2's for MLC's employees under the PEO's and federal identification number. Form 990 instructions state that MLC shall treat the employees of the PEO as their own employees as common law employees under state law. The compensated employees that are officers, key employees and constitute the top five highly compensated employees over $100,000 are reported on Part VII and Schedule J, as applicable, of MLC's and compensation and benefits for the employees are reflected on Part XI lines 5 - 10 on MLC's Form 990.”

“There shall be three classes of members: 1. Class a members - songwriter directors of the board. 2. Class b members - any publisher with a licensor market share of at least five one-thousandths of one percent. 3. Class c members - each of the five publishers with the five respective greatest licensor market shares among all publishers.”

“The librarian of congress has the power to appoint voting directors.”

“Delaware law requires member approval for certain major corporate actions, such as merger, dissolution, or amending the certificate of incorporation. The bylaws require member approval to change certain sections of the bylaws themselves.”

“A draft copy of the form 990 is supplied by the certified public accounting firm ("cpa firm"), engaged to prepare the return, and forwarded to the ceo, cfo, and legal team for their joint review. Upon review, any proposed changes are relayed back to the cpa firm and upon approval of the final version from the ceo, cfo, and legal team, the return is filed by the cpa firm on behalf of mlc.”

“The Conflict of Interest Policy ("Policy") applies to all directors, officers, committee members and employees (each a "Responsible Person") of Mechanical Licensing Collective (the "Collective"). This Policy establishes guidelines for appropriately managing actual, potential or perceived Conflicts of Interest in accordance with legal requirements and the Collective's goals of accountability and transparency. The Chair of the Board shall, if appropriate, appoint a disinterested person or committee to investigate the market and alternatives to the Transaction, and present such information to the disinterested directors, who shall determine whether a more advantageous alternative Transaction that would not give rise to a Conflict of Interest can be arranged with reasonable effort. The Collective is committed to conducting its operations in accordance with the highest standards of ethics and integrity. This Policy protects the interests of the Collective when it is contemplating entering into a transaction or arrangement that might benefit or appear to benefit the private interest of any Responsible Person, or indirectly benefit a Related Party. Each director and officer shall annually sign a statement which affirms such person: (a) Has received a copy of the Policy; (b) Has read and understands the Policy, (c) Has agreed to comply with the Policy, and (d) Either has no actual or potential conflict to disclose or discloses all relevant facts pursuant to the Policy to allow the Board to determine if a Conflict of Interest exists.”

“THE MLC HAS A STATUTORY OBLIGATION UNDER 17 USC 115(d)(3)(M)(i)TO MAINTAIN CERTAIN RECORDS FOR A PERIOD OF NOT LESS THAN SEVEN YEARS AFTER THE DATE OF CREATION OR RECEIPT, WHICHEVER OCCURS LATER.”

“The board compensation committee reviews other organizations' form 990 and uses a compensation study or survey to determine compensation. The compensation committee approves increases for officers and key employees if the increase is more than the company annual increase for employees at the beginning of the year or are not contractual.”

“The governing documents are available upon request.”