10 ul 12 13 14 15 16 7 18 19 20 21 2 23 24 25 26 27 28 DECLARATION OF STAN LEE I, Stan Lee, declare as follows: 1. [know of my own personal knowledge that the facts set forth in this Declaration are true and correct, and if called upon to testify, I could and would testify competently thereto, A. Professional Background. 2. [am a well-known public figure, with a career as an American comic book writer, editor, film executive producer, and publisher. I was formerly Editor in Chief of Marvel Comics, and later its Publisher and Chairman before leaving the company to become its Chairman Emeritus, as well a member of its editorial board, 3. In collaboration with other artists, I am a creator of Spiderman, The Hulk, Dr. Strange, The Fantastic Four, Ironman, Dare Devil, Thor, Black Panther, The X Men, and many other fictional characters, who were featured in superhero comic books and later movies. B. Family Background. 4, For seventy (70) years, I was married to and the devoted husband of, Joan B. Lee (“Joan”), Unfortunately, my beloved wife Joan passed away on July 6, 2017. 5. Joan and I have one living child, Joan C. Lee (“JC”) who was born in April 1950 and is now nearly 68 years old. 6. JC isnot now, and has never been, married. 7. 1am 95 years old, Other than an uncle, my brother, with whom JC has very little contact or communication, I am JC’s only living relative, C. — JC’s Dependence. 8. Throughout her adult life, JC has never held any meaningful job, has not been gainfully employed, and has not generated any significant income from (i) salary and wages, (ii) investments, and (iii) any businesses, assets or other tangible property that she has created and developed, whether intellectual property or otherwise. 1 DECLARATION OF STAN LEEaa As a result of the foregoing, JC has been unable to be self-supporting and self- sustaining throughout her adult life. Accordingly, my wife Joan and I, during our seventy (70) year marriage, have always supported JC by paying an allowance to her during her adult life, permitting her to live in a home owned by the Lee Family 1985 Trust (“Trust”) located at [IID I i:- 10102"), and 2 condominium owned by HR (th Condominium”). While JC has lived in the Home and Condominium (collectively the “Properties”), she has not paid any rent, mortgage, insurance, or expenses associated with either of the Properties. Instead, Joan and I have always paid all such expenses through our Trust. D. Management of Money. 10, Throughout her adult life, JC has never had the ability to understand or manage money. Among other things: fed a budget for JC, she has almost invariably (2) Whenever Joan and Ic exceeded it; (>) When Joan and I have given money to JC, she has always demanded “more, more, more”; (©) JC wants very much to be a rich woman, but Joan and I have never had the ability to make her rich; (@) Joan and I have provided credit cards to JC but when we set limits on the credit cards, JC often exceeded the spending limits we imposed; (©) It is not uncommon for JC to charge, in any given month, $20,000 to $40,000 on credit cards, sometimes more. 2 DECLARATION OF STAN LEEGO Ae SB foo o 1 12 13 4 15 16 17 18 19 20 21 22 23 4 25 26 27 28 JC's Coercive Beha re 11, Inher interaction with me, when JC and I disagree, which is often, she typically yells and screams at me, and cries hysterically if I do not capitulate to her demands, fed to her interaction with me. I have 12. This abusive behavior by JC is not personally witnessed JC yelling, screaming and shouting at my lawyer in an attempt to prevent him from speaking to me. 13, The abusive behavior of my daughter JC directed to me has become unbearable. It is obvious to me that she behaves this way to try to intimidate, bully and coerce me. F, Bad Actors. 14, JC has very few adult friends. In recent years, she has become influenced by three men, Jerardo “Jerry” Olivarez (“Olivarez”), Keya Morgan (“Morgan”), and Kirk Schenck (“Schenck”), It is my belief and opinion that Olivarez, Morgan, and Schencl (@) Are bad actors with bad intentions; (b) Are not trustworthy; (©) Have identified JC as a vulnerable woman without a support system who is an easy target for predators; ionships with JC for an ulterior (@ Have insinuated themselves into rel motive and purpose; and (©) Have used their relationships with JC to try to take advantage of me and gain control over my assets, property and money including but not limited to valuable intellectual property. G. Interference. 15. Time and again, JC has interfered with my business with Marvel, POW!, and other entities in which I have an interest. Whenever she intrudes, I tell JC forcefully to stop 3 DECLARATION OF STAN LEEll 12 13 14 15 16 17 18 19 20 21 22 2B 24 25 26 a 28 interfering with my business, but she refuses to do so. The periodic interference with my business activities is a repeated source of conflict between JC and me. H. Economic Demands. 16, _ In various meetings that I have with my lawyer and JC, from time to time JC has made demands on me directly or indirectly, and referred to my money, assets and property by stating “this is my money, I want my money.” When JC makes these statements, I have to remind her that my money, assets and property are not her money. ‘The only money that is her money is any income that she generated from her work, investments, or creative projects, of which there have been none of any significance. 17, Similarly, from time to time, JC demands that I execute Deeds conveying the Home and Condominium to her in her name. I would never execute such Deeds or grant such conveyances because if she owned these Properties individually, that would greatly increase the likelihood of her greatest fear: that after my death, she will become homeless and destitute, 1 will not execute Deeds and grant Conveyanees of these Properties to JC because I do not want: @) JC to sell or borrow against the Properties and dissipate the proceeds of such sale or loan transactions and/or (ii) grant any interest in, or convey, the Properties to any of the bad actors identified above, or any other persons with unscrupulous intentions. I. Estate Planning, 18, I have engaged Susan Shore, Esq. (“Ms. Shore”) and Weinstock Manion, recognized experts in estate planning, to review all of my estate planning documents, including but not limited t0 Trusts, Trust Amendments, Wills and Codicils, and other estate planning documents, and update all of them consistent with my intent. 19, In this regard, I have instructed Sussan that I want to create an Irrevocable Trust as follows: (a) JC will be the only beneficiary of the Irrevocable Trust; 4 DECLARATION OF STAN LEE10 uw 12 13 14 15 16 17 18 19 20 ai 2 23 24 25 26 27 28 (b) The’ assets of the Irrevocable Trust will be the Home and the Condominium; (©) My existing Trust will pay all expenses for the Home and the Condominium after they have been conveyed to the Irrevocable Trust; (@ If JC desires after my death to lease either or both of the Home and the Condominium, she will be permitted to do so, and the Trustee of the Irrevocable Trust. . the difference between the will pay to JC the positive cash flow from the Properties (i gross rent generated by the Properties and all of the expenses attributable to the Properties); (©) _I£IC desires to have the Irrevocable Trust sell the Properties so that it ean acquire a new property that JC can occupy, the Irrevocable Trust will accommodate this requests provided however that the cost of the new property will not exceed the net proceeds from the sale of the existing Properties after payment of all expenses of sale including but not limited to taxes if any. (QT will reserve the right through my Trust to direct the ultimate disposition of the Home and Condominium, or any successor properties, after JC passes away. 20. In this way, my estate plan will ensure that JC will never be homeless, and in a worst case scenario, will always have the ability to reside in the Home and/or the Condominium, at her discretion and without incurring any out-of-pocket expense, 21. JC has demanded that before I execute new estate planning documents prepared by Ms, Shore, JC and her lawyer must be required to review, comment and approve them. This is just another example of her attempt to control my life and exercise undue influence over my property, assets and business affairs. JC has no right to review, comment, and/or approve my estate planning documents. Me 5 DECLARATION OF STAN LEEwe 10 12 13 14 15 16 18 19 20 21 22 23 4 25 26 27 28 J. The February 10, 2018 Incident. 22. On February 10, 2018, JC arrived unannounced and uninvited at my doorstep at my RE 8:0: (the “Oriole Home”) with her attorney, Schenck. This was unacceptable to me because among other things: (i) JC was uninvited, (ii) I distrust Schenck, (ii) I have told JC that I distrust Schenck, and (iv) my attomey Tom Lallas, Esq. (“Mr. Lallas”) was not present for the meeting with JC and Schenck. I believe it was unethical for Schenck, who was representing JC, to meet with me without my attorney, Mr. Lallas, being present at the meeting. 23. During the meeting with JC and Schenck at my home on February 10, 2018 (the “Oriole Meeting”), JC demanded that 1 exeeute Grant Deeds and convey the Properties to her. This demand was not acceptable to me for the reasons stated in paragraphs 14 - 20, inclusive above 24, — Shockingly, during the Oriole Meeting, JC demanded that I execute a Grant Deed and convey the Oriole Home to her. This demand was not acceptable for all of the reasons set forth in paragraphs 14 — 20, inclusive above and also because: (i) the Oriole Home is my principal residence, (ii) it has never been my intent to convey to JC the Oriole Home, and set forth in this Declaration, I have fully provided for JC. 25. In addition, during the Oriole Meeting, JC demanded that before I execute any new estate planning documents, whether a Trust, Will or otherwise, that JC and Schenck have the right to read, review, comment on, and approve my estate planning documents. This demand was not acceptable to me because my estate planning documents are within my sole discretion and JC has no right to have input into and/or control over any of my estate planning documents. 26. The Oriole Meeting and the events described in paragraphs 22 - 25 above are the ‘most recent example of JC’s continuing attempts to control my life and exercise undue influence over my property, assets and business affairs. 6 DECLARATION OF STAN LEE10 u 12 1B 14 15 16 17 18 19 20 2 22 23 24 25 26 27 28 K. Exclusions, 27. Ihave directed Ms. Shore to prepare for me a Power of Attorney for healthcare. It is my intent to designate JC and my business associate, Mr. Max Anderson (“Mr. Anderson”) as my joint agent with the Power of Attorney to make healthcare decisions for me in the event that I am unable to do so. However, except with respect to the healthcare Power of Attorney, I am specifically excluding JC, and the three bad actors identified above, Olivarez, Morgan, and Schenck, from being designated as: (i) my Guardian or Conservator, if one is ever appointed, (ii) a Trustee of any Trust for which I am the Trustor, (iii) my Executor or Executrix, and/or (iv) otherwise having any involvement in the administration of my money, property, assets including but not limited to my intellectual property whether as part of my estate planning documents or otherwise, Executed this 13" day of February, 2018 at Los Angeles, California. I declare under penalty of perjury that the foregoing is true and correct. 339311 7 DECLARATION OF STAN LEECALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 ‘A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or vality of that document. State of California ) County ot Lac At ngeles. ) on Eebaiey 142218 petoreme, Lowedes M Vee / Here Insert Name and Title of the Officer Date personally appeared __. Stina hee, _ — : Name(s) of Signer(s) ‘who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), cr the entity upon behalf of which the person(s) acted, executed the instrument. | certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph an ee is true and correct. LOUROESW.vEGn YAR tot ric-caioa WITNESS my hand and official seal. 3 loshrgeesCourty Commision 230409 ay Coren Expire 18102021 Signature ‘Signatire of Notary Public Place Notary Seal Above OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Docum: Kee Title or Type of Document: De ie Sieutrerk Bate: 2-13-1P. Number of Pages: "7 Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signeris) Signer's Name: < Signer’s Name: Ci Corporate Officer — Title(s) — CD Corporate Officer — Titie( CO Partner — Ci Limited Ci General G Partner — CiLimited C) General individual “Ci Attorney in Fact Cl Individual (attorney in Fact CO Trustee Ci Guardian or Conservator Ci Trustee Ci Guardian or Conservator (1 Other: 1 Other: Signer Is Representing: Signer Is Representing: [OBOE SAREE ISIS ITO EOD IE IOI RAITT TTA (©2014 National Notary Association www.NationalNotary.org » 1-800-US NOTARY (1-800-876-6827) Item #5907