2)
Shares issued to Golden Gate Investors are held in an escrow account. While the shares are in escrow, the shares are voted by the Franchise Capital Corporation Board of Directors. Since Golden Gate Investors has neither the right to vote the shares nor the right to dispose of them, Golden Gate Investors does not meet the definition of beneficial ownership of the escrow shares. Were Golden Gate Investors to be considered the beneficial owner, Golden Gate Investors would control 843,818,400 shares, which is approximately 92% of the Company’s issued and outstanding common stock.