Interups Inc (ITUP)

[snow]

Dear Laxmi,

When I reread your post I notice one piece of information I did not pay attention to in my post: "For every 3 shares in Cow 2 shares are granted in each of the Gold, Rice and Food Cart (My Indian Meals) verticals." Since I will own 100,000 shares in Cow I will be granted 67,000 tokens/shares in each of the verticals, assuming I have paid 1 cent for each of those tokens/shares. I have already paid for 70,000 tokens/shares in each of the 9 verticals.
But I am also entitled to some tokens/shares in the verticals on the strength of my 7945 shares in ITUP. When this is taken into consideration I guess I would be entitled to a bit more than 70,000 tokens/shares in each of the verticals if I transferred a little more money. Part of my previous post may be irrelevant if the above is correctly understood.

[palaypu0406]

Dear Snow,
Will sure put the notes later today...

Laxmi Prasad

[snow]

Dear Laxmi,

This seems quite complicated to me. 1 b (i) and (ii) are what I expected. I have paid up for less in the verticals than I could have done. I paid 7,000 dollars but own almost 8,000 shares in ITUP and 100,000 shares in IREEM. Therefore I assume I could have paid about 11,000 dollars for stakes/tokens in the verticals on the basis of the above.

But there are to be 9 verticals but it is only possible to subscribe for tokens in 5 of these before the end of January. One possibility is that I may get get an allotment of about 65% in all of the 9 verticals or of roughly 100% in the 5 first verticals if I transfer no more money than the 7,000 dollars I have already transferred and no stakes in the remaining 4 verticals. My impression is that the first alternative applies. But I also get the impression that I will have the opportunity pay the roughly 4,000 dollars I have not paid so far before the end of February next year, and get the full allotment of tokens in all the verticals that I am entitled to on the basis of my stakes in ITUP and IREEM. But the cash dividend to be paid on December 22 will only be based on the 7,000 dollars I have already transferred. I hope it will be useful for other shareholders as well if you clarifiy this.

[palaypu0406]

Dear All,
I am happy to share -- the festive season is beginning with a very happy note for all our group stakeholders.

1. Grant of Equity into the Verticals
2. Dividend Payout to the Equity Holders of Gold & Rice Verticals.

1. Grant of Equity ---
(a) ITUP Shareholders will have 1 security token for 1 share of ITUP, in each of the 9 verticals that the Group is launching (of which 3 are active now and 2 to become active before Jan 16, 2024 and the rest in the remaining period of 2024).

(b) (i) ITUP shareholders are given 4% equity into IREEM LLC and each unit of IREEM in turn is granted with 6.67 shares of Cow Capital.
(b) (ii) We have accepted some direct equity into IREEM for allocation of shares in COW -- They are given 1 unit of IREEM for every $90 investment and each unit in turn granted with 600 shares of Cow Capital -- Effectively, this means, every dollar of investment into IREEM received 6.67 shares of Cow Capital.

Summing up (b) (i) & (ii) in Cow capital -- For every 3 shares in Cow 2 shares are granted in each of the Gold, Rice and Food Cart (My Indian Meals) verticals. The same ratio will be extended on all other verticals against 3 spac sponsorships, the first one to take place now in this coming 3 months period.

2. Subscription Price
These SECURITY TOKENS in each of the verticals are offered at a nominal value of $0.01 per TOKEN granted against ITUP and Cow Capital shareholding. This means, for every 100 tokens granted, stakeholders have to pay $1.00 in subscription amount (100 x $0.01 = $1.00).
We have received this subscription amount from some of the shareholders but some are yet to send this subscription amount.
We have to receive any pending subscription amount on or before the 4th of December 2023.
We will be adjusting Staff subscription dues out of their compensation receivables from the company.
Stakeholders may, for now, opt to subscribe for tokens (each @$0.01) they are eligible for in My Gold Grams, Masala Agri Corp (RICE) and Food Carts (My Indian Meal). They may subscribe for Sura (Whiskey) and Fractional Plane Seat Tokens (AERO) later on or before Jan 16, 2024. Those who already paid may ignore this message.

What if someone chooses not to pay token subscription amount(s) before the 4th of December 2023 --
(a) Their TOKEN allocation will be kept in abeyance until Feb 29, 2024 (this means they will have time until 3 months to subscribe)
(b) The subscription price per share will no more be @ $0.01 but $0.50 effective 12/5/23 through 1/15/24 and at $1 thereafter until 2/29
(c) Failure to subscribe, the company shall forfeit the stock grant and transfer the stock into treasury and it will be at its freedom to sell or dispose off these stocks to other willing investors at the rate it desires to sell such stock.
(d) No cash grant/dividends shall be paid by the company on any such unsubscribed shares

stakeholders may request for respective subscription wiring details at the following address: [e-mail]
Subscription amount will be received on or before 5pm on the 4th of December 2023. 5th We will close the books.

3. Cash Grant / Dividend Payout on the 22nd of December 2024
Each of the Two Verticals -- MY Gold Grams and Masala Agri Corp shall pay $0.075 per token as cash grant/dividend payout.
This means a token holder on records as of the 4th of December 2023 with 10,000 tokens in My Gold Grams & Masala Agri will be paid out $750 + $750 =>$1,500 in Cash Grant.

4. Token Issuance against certain monies raised by ITUP / LP for other means or previous companies, that were not straight borrowings but also not equity investments: We are planning to close all these obligations by issuing tokens. All original amounts will have 8% pa Return on Investment and the investment value as of November 30, 2023 will be taken as the base for issuance of tokens. Assessed Amount / 90 * 600 * 2/3 shall be the total number of tokens the financier will have from all the verticals combined. This means, if someone supported LP / the company with $90,000 he/she will have 90,000 / 90 * 600 * 2/3 => 400,000 tokens in the 4 verticals combined -- -100,000 each in Gold, Rice, Whiskey and Fractional Plane Seats. Financiers will be able to trade and sell their token holdings, as they like but subject to SEC guidelines, at the then prevailing Net Asset Values, which to my confidence levels will substantially be higher than the valuations at which these tokens are issued to them to convert the borrowings. There is no minimum holding period for non-US persons as these tokens will be treated for them as issued under Regulation S of the Securities Act. Tokens are freely tradable and saleable outside of the US Jurisdiction until the minimum holding period and thereafter following rule 144 they can sell within the United States subject to completion of certain formalities which we shall support the person in exiting. Issuance of tokens helps the investor retain, sell or sell partially any portion of their tokenholding as a rewarding benefit granted by MyDhan / LP in favor of the supporting financier(s). If they retain they will qualify for dividends from each of the verticals. Alternatively, in lieu of Security tokens, one may seek to have utility tokens that are not characterized as security tokens but against delivery of performance / obligation. If the supporting member opts for Utility Tokens vs Security Tokens we will simply issue a 120 day pronote and redeem and burn the tokens off....It is at the choice of the person that we will either issue security / Utility Tokens for the value assessed which is Principle + 8% pa ROI

6. Option for payroll/compensation conversion into Stocks --- All or any portion of the outstanding amounts payable to the staff, whether permanent or independent, staff has the option to convert them into Vertical tokens for $0.15 cents per token. This means for every $1,500 that the company owes as compensation to a staff member, he/she may choose to convert the due amount into 10,000 tokens. Total tokens will be equally split between MyGold and Masala Agri Corp and if the staff member chooses to convert his/her outstanding amount prior to the book closure date, ie., the 4th of December 2024, these shares will also turn eligible for cash grant/dividend payouts. Technically, this helps the staff recover 50% of their compensation in just one Cash Grant/Payout and hence offers the best opportunity for them to capitalize their earnings into stock grants. Equally good for the company as it helps it conserve cash and multiply revenues. There is no obligation for the staff member to exercise this option but if they are betting long-term with increased cash grant frequency from the company, this will be their best choice. Please follow prudence and take your best judgement and decision. No compulsions but will be glad to see the staff improving their stock holdings. One restriction --- No grant is permissible if the staff's overall holding in each vertical is crossing 4% of the total paid up / issued capital of the company. This means, a member cannot exercise conversion that will exceed his overall ownership in the company beyond 4%. Lastly, the option to convert at $0.15 per token is available to the staff only until this 4th of December. Exercise value changes to $0.50 effective the 5th of December and $1.00

5. Further Updates
As you all know we have launched www.MyDhan.io, myGold.myDhan.io and www.Dhanrice.com
We have recently launched www.MyIndianMeal.io to initiate Food Carts Tokenization.
We are renting Cloud kitchens across the US, UAE, UK and Indian states/Provinces. We have signed up with Akshaya Patra in India to have meals prepared in 67 locations. We will be introducing state of the art technology and artificial intelligence and some of the western kitchens will get equipped with Robotic arms, automated processing plants and Drone Delivery Distribution that will help us prepare and distribute meals 24x7x 365 days in mass numbers.
In aggregate, we are targeting 1,000,000 meal packets per day. Towards this, We are importing 300 Tons Basmati Rice (1121 Golden Sella Basmati Rice Pesticides Residue Free Certified) from the Largest Basmati Rice Exporter in India. of this 150 Tons wll land into US, 50 Tons into UK and UAE and 50 Tons will land in Hyderabad and Mumbai to exclusively focus on ready to eat fast food trucks. We have also signed up for 192,000 65g instant noodle packets that will fill in some noodle lovers.

Gold -- We made arrangements to buy Gold bars directly from Edelmetall Germany, Valcambi Switzerland and Emirates, UAE.
MYgold.MyDhan.io will initially focus on US, Middle Eastern & India Markets.

Happy to announce, we are heavily targeting Qualified Retirement Asset Accounts (SD IRA and SD 401 K) and Education Savings Account to offer gold, rice and Indian meal inventory sourcing investments. These SWIM (Systematic Wealth and Income Multipliers) will not just help the investor own the asset (and its growth) but also help them have share in the trading margins we earn in retailing gold tokens.

Whiskey Sourcing -- We have sourced 16,000 casks of New Make Kentucky Bourbon (3,200,000 Liters) from some traditionally reputed Distilleries and are planning to close another 6,000 barrels of Mature Whiskey (saleable) before Jan 16, 2024. While the new make brings up asset growth, mature whiskey helps us engage into trading action that in turn gives current revenues. Our Aim is to achieve 12 million liters of trade (60,000 Casks) in 3 years time. This year alone we have sourced 16,000 fresh bourbon and in the process of closing 6,000 casks mature whisky 3-4 years aged, ready to be traded. In these 3 years, we will establish or acquire a bottling plant. Azmat Shaikh is heading the whiskey operations.

Fractional Plane Seats -- We are in final terms to own and lease the first 18 planes and we will close on this in the first quarter of 2024.

Footprint in Nigeria -- We are working with one Nigerian Company to liaise with Anambra State, Nigeria for establishing 40,000 to 100,000 Hectares of Rice, Palm, Sugar Cane Cultivation and developing Shrimp, Fish and Crab Farms. Mike, Fredrik and Andy will be flying out to Anambra in Jan 2024 to have the state visit and MOU sign up.

FIRST SPAC --we are seriously working towards acquiring our 1st SPAC -- We will complete this in Late December/Mid January 2024...
But we need this First SPAC to kick our valuations to wheel and deal....

Our aim is to make this a $100 Billion Group by 2025 May 31, 2025 and with the way things are progressing I am damn confident we will surpass this target easily.

DATAMATICS & HGS Global -- We have outsourced 192 sales and customer support staff and they will be adding 192 members each month for 9 months until we reach 1,728 sales and support staff numbers. The staff will support the group 24x7 365 days. In addition Datamatics is supporting us in identifying about 72 management graduates from top of the top institutions to handle Knowledge Management.

Launching Legal Support & Advanced Tax Planning -- Dec 10 we are launching My Tula with my daughter lekha as the confounding member (she recently completed her LLB with Honors from the University of Exeter and pursuing her LLM) -- a legal support cell for NRIs (living outside of India) in association with HGS Global and Datamatics appointing 144 practicing attorneys from 12 offices across India and 576 paralegal support staff to handle various legal subject matters - Corporate & Family (Personal), Alternate Dispute Resolutions, FEMA and RBI issues, Sale of Immovable Property and Repatriation of Money, establishment of Public & Private Foundations and miscellaneous other case representations. In the US, we have launched IREEM Global Tax Advisers and are aggressively planning to expand our SDIRA Client base and further merit practicing Advanced Tax Planning over ESOPs, RSPs, Foreign Income and Sale / Disposal of Assets, Investment Homes & Like-Kind Exchanges, Capital Gains & Investment Trading, Public and Private Foundations. Our aim is to achieve 150,000 client numbers by April 2025.

Last Quarter of 2024 / First Quarter of 2025 we will plan listing ITUP directly.

Let us enjoy Christmas big time with dividends wired into our accounts on 12/22 and 2024 will stand out as the most memorable year in our group's history...
We will surely progress to become a multi-billion dollar enterprise with 9 verticals in operations .... 2025 May 31, our goal is to see this group as $108+ Billion market valuation. Very aggressive road map but we will be achieving this given the progress we steered so far...

Sincerely,

Laxmi Prasad

[karlacorn3]

Excellent. Good to hear. Looking forward to this milestone!

K

[palaypu0406]

Dear Karlacorn,
Yes, it is confirmed -- There is no change!
In fact tonight I am circulating a message to the shareholders and I will place that circulation copy on this thread in morning hours,

Laxmi Prasad

[karlacorn3]

Dear Laxmi, is this still confirmed?

Dear Karlacorn, Our Next step is to allocate tokens in each of the verticals and on Dec 1, circulate dividend payout notice confirming Dec 22 as the payout date..
In this circular we will be seeking bank wire information for processing payments. We will not be able to process dividend payout through broker firm as these verticals are all privately held and not listed.

K

[karlacorn3]

Good stuff.
So is there now to be a documented statement of holdings provided for each shareholder, followed by the capture of information for distribution of dividends, followed by the stated deposit date?
K

[RealDutch]

Certainly much better than option 2.

[snow]

RD
Thanks for arriving at what looks like a fair compromise to me!

[RealDutch]

Dear All,
Here is how votes got polled ---
Option 1 --> 2,867,867
Option 2 --> 7,141,717

Option 2 polled 2.5 times more votes than option 1.
However, considering some real-time necessities that forced a few holders to choose option 1 and the vision that option 2 holders are continuing to see in us, we have decided to formulate a mix that to our opinion will keep everyone in the best moods over the decisions that company will adopt.

Option 1 was limiting grant of shares through Cow for 1 SPAC endorsement, though equity offer on such 1 SPAC endorsement was 1:1.
Option 2 was granting shares through Cow for all of the 5 SPAC endorsements that cow would make but because of such a wide offer, we were limiting overall shares to all the stakeholders in 5:2 Ratio.

We are now coming up with a mid-way solution that will oversee the needs of Option 1 investors and also accommodate option 2 choicers on most of the spac endorsements.

This means, the Company will be issuing 2 shares in each of the verticals for every 3 shares of COW from and upto 3 SPAC endorsements. This means for the first spac, Cow Shareholders (that includes ITUP Shareholders as well) will have 2 Shares for 3 shares of COW towards the first spac and this will mean 4 for 3 shares at the end of second SPAC endorsement and 6 : 3 (2:1) after 3rd SPAC endorsement. The last 2 spac related shares will be shared by ONE Key Strategic Investor, LP, Mahesh and Dr Palmer Family vs 4 SpACs endorsements they would have gained if option 1 was confirmed and none if Option 2 was confirmed other than through their current holding.

We felt, This mix and match will be a win-win situation for everyone because we are confident of completing 3 SPAC endorsements within 1 year and this will address the short term needs of all. The holding pattern of how it gets revised for each vertical will be circulated shortly in a week's time and this will be ready for dividend distribution on the 22nd of December 2023. We plan distributing $0.15 cents over dividends through Vertical 1 & 2.

From March Calendar we will have all the current verticals (Gold, Rice, Whiskey and fractional plane seats) turn live for dividend circulation.

My Dhan (www.MyDhan.io) wishes you all a very happy Diwali,

(Laxmi Prasad)

[karlacorn3]

dear Laxmi, et al. Regarding voting results, do we have the results per the following;

11/8/2023: "The vote has been extended. Results on the 10th."

11/2/2023: "The voting portal will remain open until November 6 5 pm Pacific Time. Results will be communicated on the 7th of November 2023 Noon hours."

Additionally, it might be helpful to have calendar of key activities/dates/deliverables posted for November and December in the header here to quick reference.

K

[karlacorn3]

Oh... ok
K

[RealDutch]

The vote has been extended. Results on the 10th.

[karlacorn3]

dear Laxmi. Regarding voting results, do we have the results per the following;
"The voting portal will remain open until November 6 5 pm Pacific Time. Results will be communicated on the 7th of November 2023 Noon hours."

K

[RealDutch]

Food Carts (Vertical 5). Trial in the US. Will kick off soon in India (after the elections, I think)
https://myindianmeal.io/

And you probably haven't seen this one either. Rice (Vertical 2 = Masala Agri)
https://dhanrice.com/

[RealDutch]

Masala Agri is big because rice is our number 1 product and also because we have 5 huge projects going on in Africa.

Aviation is big because financing just 1 A350-1000 for 5 years costs $324M. So you can imagine how much income 100 planes would generate for us.

I have no idea about the prospects for IREEM and Cow.

[snow]

RD Thanks for the information! What strikes me is the relative importance of Masala Agri Corp and Aviation - plane seats. 100 dolllars for the shares in ITUP in 3 years would be a fine reward in relation to the past pps which reached a high of roughly 13 dollara a few years ago. I still miss some information regarding the prospects for IREEM/Cow.

[RealDutch]

Snow, all. I don't want to discuss voting or SPACs but I can say something about expectations and future value of the companies that we have now.

Let's start with ITUP. The company owns part of IREEM and Cow and also has a majority interest in Masala Capital. IREEM will generate income from future SPACs and Masala Capital will generate income from the vertical companies as it is the registered investment advisor on behalf of these companies. Laxmi already mention a $100 target price per share for ITUP which would give it a $1.6 billion valuation based on 16.2M shares outstanding. When you add up all the parts plus the business and net assets that ITUP reported already 2 years ago then it isn't hard to see why this could be a realistic and fair assumption.

Now lets move on to the vertical companies. And let me provide some context here first. The valuations below are feasible if
1) we execute as planned.
2) our partners don't screw up
3) we can get the financing to develop all these projects

Although the company has been struggling a bit in the past, it's looking pretty good now IMO.
Then, the below numbers are feasible. And you can see how ITUP relates to the other (vertical) companies. And learn a few more things. (Let's assume a 3 year time horizon on this).

[palaypu0406]

Yes Snow -- She did forward the vote count to Isa, who is taking care of this ballot,
Laxmi Prasad

[snow]

Dear Laxmi,

Thanks for your information about ITUP and the expected listing in about a year or a little more. I assume that Cow capital is expected to be listed on a stock exchange too. I provided information about the number of shares I own in the relevant companies as of the middle of September and I received confirmation from your daughter that the information had been received. I therefore saw no need for providing the same information when I voted for one of the options.

[palaypu0406]

Also I request all to fill in their number of shares and the type of shares (ITUP, IREEM/COW) as each share counts 1 vote...

[palaypu0406]

Also I request all to fill in their number of shares and the type of shares (ITUP, IREEM/COW) as each share counts 1 vote...

[palaypu0406]

I would not want anyone to hear either my writings as in favor of a particular option or of the opinions expressed by RD. As we both are working for the company, any choice we recommend and the company leads us the other way then one of us will be screwing up shareholders emotions -- I respectfully request all therefore to have your free mind, independence in exercising your voting. We will consider one's choice as his/her independent judgement and choice exercised in prudence.

[palaypu0406]

Dear Snow,
That's a great question and I will be very happy to address --
There is no change in our vision except the way we are doing it for better capitalizing the efforts that we are placing into.
The next decade is all Artificial Intelligence, Asset Tokenization using block chain currencies and we will see fiat currencies redundant though we cannot rule out their continuance....

Every sectoral piece is planned by us to move keeping in pace with the directions that world is progressing into and we are seamlessly changing the ways and means of economic output & trade we are focussing ... And Market Capitalization is the ONLY Mantra to bring these changes we are visioning globally in multiple sectors -- agriculture (Rice, Palm and Sugar), Aqua (Crabs, Fish, Shrimp and Prawns), Alternate Energy (Solar Farming), Commodities (Gold, Iron Ore and Rice), Dairy, Food & Beverages (Food carts , restaurants & whiskey), My Square Foot (Agricultural infrastructure, Education, Healthcare, Hospitality, and Residential Co-Working, student hostels and Apartments). Each Vertical, we will either be having a SPAC endorsement or engage the vertical into Direct Listing.

We may see tons of challenges but we are crossing the bridge one after the other very cautiously... The system is getting built very ergonomically. Tokenization is giving tremendous life to our lungs. To the extent that we are appointing two major Sales Support Companies to appoint 100 manpower every month over the next 6 months to unlock the huge sales potential on cards. And the only way we will be able to convert this into market capitalization is by two methods -- SPAC / Direct Listing. Having SPAC Combination / Direct Listing is therefore a must for us to make this a legacy establishing group that will keep its shareholders value for generations to come.

If someone questions the uncertainty of these happening, I do not wish to answer this and influence shareholder's mind. It is for sure that we are envisioning our group to become a conglomerate with at least 100 B in assets under our management as First Level Target -- no matter what challenges we may face we have progressed from nowhere to the current levels and I have do doubts in reaching our goals. But I will leave the judgement to each shareholder and we take their majority as our choice in stepping into this critical decision. Honestly, If someone is looking for immediate cash option 1 is the best... If someone sees the vision and the way we are stepping towards, they will choice Option 2 foregoing the initial 1 to 2 quarters' reduced dividend flow as option 2 offers compounding dividends year after year along with market capitalization and multiple listed entities stocks and warrants. But I would like to have one's independence, mind and freedom to vote which option they prefer. My explanation here is not my recommendation nor I am attempting to influence -- I am in fact abstaining from voting and leaving it to the majority of minority shareholders vote count.

My other validation on ITUP -- Yes I have answered in the group that we will go for Direct Listing in the last quarter of 2024 or first quarter of 2025 as by then we will have a solid backup from all these verticals and SPAC Combinations. I prefer to see ITUP a 100 Dollar per share company...Rest god will lead us there...

I just request everyone's prudence and careful assessment of the options before they vote.

Laxmi Prasad

[snow]

Dear Laxmi,

There is one aspect of the current situation that I think deserves some clarification. What are the currently expected scenarios for the companies ITUP and Cow capital themselves over the next 2-3 years? My assessment is that the choice between option one and option two may be influenced by these scenarios. Right now all the focus is on the verticals themselves and not the two companies which at least in the past were expected to become extremely valuable themselves. Are these expectations still valid?

[RealDutch]

Be very careful which option you choose. One is ok. the other one is a potential disaster.
You will reap what you sow .....

[palaypu0406]

the first dividends are paid through Masala Agri and My Gold Grams. Sura Inc (Whiskey) and MY plane Seat (Fractional Plane Seat) will follow coming quarter (which means next dividend will be out of 4 companies). By the end of 2024 we should be paying out of 8 verticals (at least food carts, Palm, AQUA and My Square Foot).

I know there is a bit of complexity but I request all shareholders to independently place their minds, seek clarifications from the company and take their voting preference after deeply analyzing which is more beneficial to them.

Progressing solidly,

Laxmi Prasad

Option 1 gives 1:1 shares in each of the 9 verticals as we progress into all of these nine planned with one SPAC endorsement.
This means ITUP Shareholders will gain 36 million overall shares (4M x 9 verticals) and they get their periodic dividends accordingly.
Option 2 gives 1:2 shares in each of the 9 verticals as we progress into all of these for every spac that we endorse. This implies 1x5 shares for 2 shares of COW in each of the 9 verticals.

The benefit of Option 1: All 45 million (4 Million for ITUP shareholders + 1 million for ITUP IREEM Cash contributors into each verticals x 9 Verticals total), the issue price would be $0.01 per share. The benefit of Option 2: ITUP shareholders will get an overall 2.5 million x 5 x 9 =112.5 million shares. But their issue price on Gold and agri may increase for remaining 4 endorsement from cow. Issue price on Sura and plane seat may slightly be more than $0.01 per share. But issue price on remaining 5 verticals will remain $0.01 price per share...

The dividend flow in first and second quarters may show favorable flow for shareholders if they choose Option 1.
The dividend flow in first and second quarters may show reduced cash flow for shareholders if they choice option 2 but the dividends will bulge in option 2 as we progress year on year because if we choose options 2, the over dividend flow will be 12.5 million shares per vertical (of all 5 spac endorsements from cow that we planned) x 9 verticals. this means dividend flow will actually be a pot of 112.5 million shares in 9 verticals x dividend rate vs 45 million shares x 9 verticals x dividend rate...

I request everyone to properly assess their financial goals and needs and cast the right voting choice!!

Laxmi Prasad

[palaypu0406]

Majority is not counted by majority number of shareholders voted for but by majority of shares that poll in favor of the option as in any other shareholder voting decision.
2/3 Majority shares vote count wins the option.
As core founders, Myself and Mahesh and our families are abstaining from voting so we leave this as a non-core shareholders decision.

Vote count --
1. shareholder -- Number of shares x 1 count per share ==> ______
1. shareholder -- Number of shares x 1 count per share ==> ______
1. shareholder -- Number of shares x 1 count per share ==> ______
......
.....
Total shares polled in favor of option 1
Total shares polled in favor of Option 2
Whichever option gains 2/3rd majority, company will follow that allocation.
If there is a stalemate then we will have another form of voting and then we filter the decision to either of the option.
We have extended the date to Nov 6 5pm and voting result will be posted on Nov 7 noon hours
We have a total shareholder count of 154 and not even 10% have voted as of today and some have requested time until US weekend.
Adding one day grace-time we have put 1 day extra and the polling hence closes now on Nov 6 by 5 PM pacific time.

It's a very critical decision from shareholders and I request everyone to follow their thoughts aptly and cast their vote with free mind as to what best suits them.
We will transparently adopt whichever option wins majority shareholders vote,
The shareholders ballot is still showing Nov 3 but once the technology team is awake, we will shift the date to Nov 6 5 PM Pacific Time.

Sincerely,

Laxmi Prasad

[palaypu0406]

Dear Esteemed Shareholders,

I trust this message finds you in good health and high spirits. As we stand at a crossroads that will determine the strategic allocation of shares across our various verticals, your insight and vote are crucial.

We are exploring two distinct options for share distribution, both of which carry their own set of advantages and potential for our future growth. Please review these options carefully to make an informed decision that aligns with your vision for our collective prosperity. We urge you to consult a comprehensive sheet explaining your options thoroughly (please refer to the attachment).

Option 1:
Cow Shareholders will be entitled to a 1:1 shares in each of the verticals against the 1st Sponsorship of COW into the SPAC.

Allocation to ITUP & Certain Cash Contributors in each of the current and future verticals --
-ITUP: 4 Million shares
-Cash Investors: 1 Million shares in each vertical.

Option 2:
Cow Shareholders will receive a 1 share in each of the verticals for every 2 shares held in cow but their grant is not just limited to the 1st Sponsorship that cow organizes but on all the remaining 4 sponsorships that Cow is planning to organize and endorse.

This option is designed to multiply the potential growth benefits for our shareholders across the full spectrum of our business landscape.

The shares allocated to ITUP & Certain Cash Contributors against the sponsorship that cow organizes will be:
-ITUP: 2 Million shares
-Cash Investors: 0.5 Million shares,
in each of the verticals

This means that the shares allocated to ITUP & Certain Cash Contributors against all of the 5 sponsorships that cow shall organize:
-ITUP: 10 Million shares
-Cash Investors: 2.5 Million shares,
in each of the verticals

All employees and Directors of ITUP / IREEM / Cow Capital -- please kindly cast your vote of choice as you own Stocks in ITUP / IREEM.

The choice between these options carries significant implications for the direction and future of our venture. Option 1 offers equal share distribution but one time. In contrast, Option 2 provides 1:2 from cow to verticals but follows an expansive approach, giving you a stake in every sponsorship that cow makes and the vertical wll follow the flow, thus potentially enhancing the value of your investment as the company grows. This exponentially multiplies divideds in future years. But option 1 is best for those who need immediate cash dirstribution of dividends on a matching basis and they do not believe in future growth and value of the company.
Also on option 2, future grant of shares in 1:2 ratio on the rest of the 4 Spac sponsorships that COW is plannign may not be with $0.01 nominal issue price in each of the verticals. It may be more than that at least Whiskey and Plane Seats as by that time, we would have generated substantial revenue and surplus.

Longer time, Option 2 is best as it multiples growht and dividend generation as we progress into multiple spacs. If one care for what is in it for them from us now, Option 1 is best. Please pick your choice carefully as Your vote plays a critical role in ensuring our path aligned properly with the collective vision and interests of all stakeholders. Final decision will be based on the majority vote count that is 1 vote per 1 share of Ownership in interups and Cow capital.

Company plans to distribute dividends through Masala Agri and My Gold Grams, % of which we will be circulating to the shareholders once we define the direction we determine on the 7th through voting.

Please click here to cast your vote or alternatively, email [e-mail] to register your vote by simply stating the option of preference and the number of shares you own. If you already cast your vote, please ignore.

The voting portal will remain open until November 6 5 pm Pacific Time. Results will be communicated on the 7th of November 2023 Noon hours.

We would like to express our gratitude for your continued trust and partnership. Your involvement and feedback are the bedrock on which our enterprise stands.

Warm regards,

Your MYDHAN team

[palaypu0406]

Dear Esteemed Shareholders,

I trust this message finds you in good health and high spirits. As we stand at a crossroads that will determine the strategic allocation of shares across our various verticals, your insight and vote are crucial.

We are exploring two distinct options for share distribution, both of which carry their own set of advantages and potential for our future growth. Please review these options carefully to make an informed decision that aligns with your vision for our collective prosperity. We urge you to consult a comprehensive sheet explaining your options thoroughly (please refer to the attachment).

Option 1:
Cow Shareholders will be entitled to a 1:1 shares in each of the verticals against the 1st Sponsorship of COW into the SPAC.

Allocation to ITUP & Certain Cash Contributors in each of the current and future verticals --
-ITUP: 4 Million shares
-Cash Investors: 1 Million shares in each vertical.

Option 2:
Cow Shareholders will receive a 1 share in each of the verticals for every 2 shares held in cow but their grant is not just limited to the 1st Sponsorship that cow organizes but on all the remaining 4 sponsorships that Cow is planning to organize and endorse.

This option is designed to multiply the potential growth benefits for our shareholders across the full spectrum of our business landscape.

The shares allocated to ITUP & Certain Cash Contributors against the sponsorship that cow organizes will be:
-ITUP: 2 Million shares
-Cash Investors: 0.5 Million shares,
in each of the verticals

This means that the shares allocated to ITUP & Certain Cash Contributors against all of the 5 sponsorships that cow shall organize:
-ITUP: 10 Million shares
-Cash Investors: 2.5 Million shares,
in each of the verticals

All employees and Directors of ITUP / IREEM / Cow Capital -- please kindly cast your vote of choice as you own Stocks in ITUP / IREEM.

The choice between these options carries significant implications for the direction and future of our venture. Option 1 offers equal share distribution but one time. In contrast, Option 2 provides 1:2 from cow to verticals but follows an expansive approach, giving you a stake in every sponsorship that cow makes and the vertical wll follow the flow, thus potentially enhancing the value of your investment as the company grows. This exponentially multiplies divideds in future years. But option 1 is best for those who need immediate cash dirstribution of dividends on a matching basis and they do not believe in future growth and value of the company.
Also on option 2, future grant of shares in 1:2 ratio on the rest of the 4 Spac sponsorships that COW is plannign may not be with $0.01 nominal issue price in each of the verticals. It may be more than that at least Whiskey and Plane Seats as by that time, we would have generated substantial revenue and surplus.

Longer time, Option 2 is best as it multiples growht and dividend generation as we progress into multiple spacs. If one care for what is in it for them from us now, Option 1 is best. Please pick your choice carefully as Your vote plays a critical role in ensuring our path aligned properly with the collective vision and interests of all stakeholders. Final decision will be based on the majority vote count that is 1 vote per 1 share of Ownership in interups and Cow capital.

Company plans to distribute dividends through Masala Agri and My Gold Grams, % of which we will be circulating to the shareholders once we define the direction we determine on the 7th through voting.

Please click here to cast your vote or alternatively, email [e-mail] to register your vote by simply stating the option of preference and the number of shares you own. If you already cast your vote, please ignore.

The voting portal will remain open until November 6 5 pm Pacific Time. Results will be communicated on the 7th of November 2023 Noon hours.

We would like to express our gratitude for your continued trust and partnership. Your involvement and feedback are the bedrock on which our enterprise stands.

Warm regards,

Your MYDHAN team

[RealDutch]

Yes, but you can't vote for an option. You have to choose an option

[MaterialMind]

if you choose option 1

makes sense to choose option 1.

VOTE for. Just to clarify. Cannot be chosen individually.

[snow]

RD Thanks for additional information!

[RealDutch]

You will get twice as much in dividends if you choose option 1. Until they have more SPAC's. But we don't know when or how. Even Laxmi admitted today that if you are > 75 years of age then it probably makes sense to choose option 1.

[snow]

RD If it is a count of voting rights the basis for much of my first post evaporates. This is what makes sense in my world whereas this is not the case if it does not matter if a person owns 1,000 or 100,000 voting rights (shares). But it seems hard for me to decide which is the better alternative. One thing is that the first transfer of cash will likely involve very few verticals. There will therefore be little cash gained by choosing the first option. Thus little may be gained regarding one aspect of that option.

[RealDutch]

Since this is a count of shareholders and not shares

Correction. It will be a count of shares (voting rights).

[RealDutch]

Yes, it's the 4,000,000 CoW shares that are allocated to 16.2M ITUP shares. And you get 1:1 vertical shares on these CoW shares = 4 vertical shares for every 16.2 ITUP shares. If you choose option 1. For option 2 it is 1 vertical share for every 2 CoW shares, for now.

And you have to pay $0.01 per vertical share as well here. But all that will become clear once a decision has been made on the ratio (option 1 or 2). I hope. lol.

[MaterialMind]

Also for the ITUP shareholders because you automatically qualify for some CCAC shares through IREEM.

I knew that ITUP would have shares. But are they to be distributed to the shareholders of ITUP? That is how I interpret your message. Otherwise I would expect ITUP to have that voting mandate, for those shares.

[snow]

RD Actually I thought the same way when I read your first post and voted accordingly. But when I saw all the factual information I started to wonder if I voted for the alternative that served my interests best. After all I am more than 80 years old.

[RealDutch]

It is not a toss-up Snow. If you prefer near term value then you should vote for option 1 as you will get twice as much in dividends from your CoW shares. If you go for option 2 though, you will received less in dividends for now, but 2.5x more in the long run.

If you don't care then don't vote.

I voted for option 1 because I'm not very fond of these offerings in general. And we will have another 4 with 4 additional SPAC's with option 2, adding complexity that I do not want.

[snow]

RD As I see it now my intuitive impression is that the second option looks better than the first. But I don't have the information I would need to make a well-considered decision. I suspect that this goes for other shareholders as well. Since one cannot give up the first option the challenge is to make it all in all as enticing as the second one if my intuitive impression is correct. Since this is a count of shareholders and not shares it to me looks somewhat similar to a toss-up. I just suggest a alternative that to me looks less arbitrary and risky for all involved than the one chosen but it is for others to decide.

[RealDutch]

It is complicated, that is why I have simplified it for you in my earlier post.

It's just that Laxmi and I both have stated several times that you are entitled to 1 vertical share for every Cow share. So we have to keep that option alive.

If you don't have a preference then simply don't vote. Some may have a preference if they need the money now. Others may go for longer term value. But we are not going to toss a coin. This will all be over in a couple of days.

[snow]

RD Then I suggest a different way of deciding the issue which I think is better. I suggest it is decided by a toss-up. I am not able to decide in a rational way which option is the better one based on all the information available because the whole thing seems so complicated and uncertain. I have got the impression that all shareholders including Laxmi and his family will have to live with the consequences of the vote. If he regards one alternative as better than the other he risks that shareholders who have small stakes in this company will go for the alternative that he regards as the least good one. If the alternatives are framed in such a way that he thinks both are equally good he has little to fear from a toss-up. The challenge the way I see it is to ensure that both alternatives are equally good.

[RealDutch]

Yes.

[snow]

RD There is a reference here to the majority of shareholders. Does this mean that our vote has the same weight whether we own say 1,000 shares or 100,000 shares?

[RealDutch]

[RealDutch]

All, this is about the Cow Capital (CCAC) shares that are owned by some investors. Also for the ITUP shareholders because you automatically qualify for some CCAC shares through IREEM.

You were promised 1 vertical share for every 1 CCAC share you own (1:1). But recently this was changed by management to 1 vertical share for every 2 CCAC shares (1:2). And the reason is, we have only 1 SPAC defined now, and are working towards 5 of them in the future. So you will be offered future vertical shares on all 5 SPAC's although the price will probably be higher than $0.01 per share. Or you can give up the rights to those future shares and take the 1:1 now.

In short,
option 1 = 1 for 1 with higher dividends near term
option 2 = 1 for 2 with higher dividends long term

You can vote for which option you prefer in this link, if you want to. Or send an email to [e-mail]
https://forms.gle/KVvvjiGoGPFfpiG56

When all votes are counted, a final decision will be made that will affect everyone the same way. And you will also know how many vertical shares you will get, and how many shares you will have to pay $0.01 for.
You can vote until nov 3.

That is all. Thank you.

[LVerstee]

Most of the people here are blinded or hoping against knowing better.
They missed my prediction on Mission 101.

[karlacorn3]

Thanks.
K