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1 DECLARATION OF JOfIN BRANCA
2 I, John Branca, declare as follows:

3 1. I am a member of the State Bar of California. I have personal knowledge of the

4 facts set forth herein. If called as a wifi.ess, I could and would competently testify thereto.
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5 2. John McClain and I are the two Co-Executors of the Estate of Michael J. Jackson

6 (deceased)(sometimes "the Estate"), which is being administered. under the supervision of the Los

7 Angeles Superior Court, Case No. BP 1117321. Mr. McClain and i have served as personal

8 representatives of the Estate (first as Special Administrators and then as Co-Executors) since
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a 9 shortly after Michael Jackson's passing on June 25, 2009. As part of our roles as such, Mr.
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~ 10 McClain and I are the two directors of certain corporations, which were wholly owned by Michael
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~3, ~, ~, 12 Productions, Inc., and MJJ Ventures, Inc. We are also the only two officers of those two
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z~ m ~ 0 15 was hired as his attorney. Except for a very short period at the beginning of our relationship, l was
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W o~ M 17 during the entire time I worked as Michael's attorney. Thus, the below references to the work.I did
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z 19 others at my firm under my supervision.
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x 20 4. I served as Michael Jackson's lead music and entertainment transactional attorney
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21 for virtually the entire 1980s. In that role, 1 negotiated business deals and copyright acquisitions

2Z for Michael, negotiated (and re-negotiated) recording contracts for him, negotiated deals relating

23 to short films he produced, handled legal issues relating to his tours, supervised litigations, and

24 handled various other matters on his behalf. l represented Michael in this capacity until around late
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25 1989 or early 1990. At that time, Michael decided to change representation. He hired different

26 attorneys, and my law firm and I stopped representing him. Towards the end of 1993, Michael

27 rehired me and my firm,.and I resumed essentially the same role for him as I had before serving as

28

4
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1 his attorney through the 1990s(and for several years into the 2000s, and for a brief period in 2009

2 just before his untimely passing on June 25, 2009).

3 5. I understand the nature of Wade Robson's allegations in this case. 1 knew Michael

4 7ackson for roughly thirty years. I am not interested in dignifying Robson's allegations by
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5 discussing them, except to say that I am fully convinced that they are absolutely false, Before

6 Robson came forward with his current allegations against Michael Jackson, I met personally -with

7 Robson in 2011 in my office in Century City. Robson met with me in order to discuss his interest

8 in being hired to help choreograph a Michael 3ackson themed Cirque du Soleil show. At no time
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a 9 in our meeting did Robson ever intimate that he had any negative feelings towards Michael
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~ IO Jackson whatsoever. On the contrary; he was very excited about the passibility of being hired to
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4 Q ~c 13 6. For the entire time I. represented and knew Michael Jackson, and continuing until
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U Q z °~ 15 immensely talented individual in many, many different and diverse areas. His extraordinary talents
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NJ 17 talents, he also had a very goad business sense. Michael's acquisition of a large music publishing
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18 portfolio, ATV Music (which included the Beatles catalog), in the 1980s is a great example of this.
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z 19 It was Michael's idea to begin investing in music publishing after he spoke to Paul McCartney
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20 about the subject. Michael then asked me to help him in this area. When I learned that ATV Music
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21 was available, I immediately went to Michael. He was very interested in purchasing it. Some of

22 Michael's advisors had concerns about the price ~f ATV Music (which kept going up), but

23 Michael pushed me to close a deal to buy the catalog for him, writing a note to me saying:'`Don't
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24 over negotiate" and "It's my catalog."

25 7. Michael often sought my advice on many topics ano I gave him the best advice 1

26 could. But I never purported to try to "control" what he did in his business, financial, legal, or

27 personal affairs. As with other clients, sometimes he followed my advice and sometimes he did

28 not. Michael often sought advice from others as well, including employees of his companies,

5
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1 'amily members at times, business managers, talent managers, other artists, and many, many
2 ethers. Again, sometimes he followed these people's advice and sometimes he did not. Michael

3 Jackson was a very capable and determined person. He took advice from others, but he ultimately

4 made his own decisions with respect to his business, financial, legal, and personal affairs.
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5 8. As a result of my long association with Michael Jackson, and my role as Co-
6 Executor of the Estate, i have personal knowledge of the matters I discuss below, The exhibits

7 discussed below are records kept by my office in my capacities as Co-Executor of the Estate, as an
8 attorney for the Estate (and for Michael Jackson during many periods before his death), and as an
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a 9 officer and director of MJJ Productions, Inc., and MJJ Ventures, Inc.
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w 10 MJJ PRODUCTIONS.INC.
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ich
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o 12 the name "Michael Jackson Productions, Inc." A true and correct copy of its Articles of
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0 a M 13 , Incorporation is attached hereto as Exhibit 1. A true and correct copy of its original Bylaws are
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14 attached as Exhibit 2. A true and correct copy of the "Action by Sole Director of Michael Jackson
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z 15 Productions, Inc." dated November 30, 1979 is attached hereto as Exhibit 3,
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16 10. In 1982, after I began representing Michael, the name of the corporation was
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17 changed to "MJJ Productions, Inc." A true and correct.copy of the 1982 amendments to the
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~ ~ 18 Articles of Incorporation changing the name of the corporation are attached hereto as Exhibit 4.
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z 19 1 1. Michael Jackson was the sole stockholder of MJJ Productions, Inc.,from the time

20 of its incorporation until his passing .in 2009.
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21 12. Michael Jackson was the sole director (i.e., the only member of the Board of

22 Directors) of MJJ Productions, Tnc;, from the time of its incorporation. until June 1, 1994. On that

23 date, Michael Jackson amended the Bylaws of MJ~ Productions, Inc., to authorize the number of

24 directors to be increased from one to four. He appointed me,Sandy Gatlin (Michael's talent
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25 manager), and Marshall Gelfand (Michael's business manager) as directors with him, Attached as

26 Exhibit 5 is a true and correct copy of the June 1, 1994,"Written Consent of Shareholder of MJJ

27 Productions, Inc." so amending the Bylaws, The four of us(me, Michael, Mr. Gatlin and Mr.

28 Gelfand) were on the Board of Directors of M.TJ Productions, Inc., through at least the end of

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1 1997. Although I, Mr. Gallin and Mr. Gelfand served as directors with Michael, we served at the
2 pleasure of Michael Jackson, the sole shareholder of MJJ Productions, Tnc. We had no aLithority to

3 tell him what to do in his business life, his personal life, or otherwise.
4 13. During various times when I represented Michael, I was also an officer of 1r'(JJ
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5 Productions, lnc.(generally, the Secretary). As an officer of the corporation, I served at the

6 pleasure of Michael Jackson, the sole shareholder of the corporation (and often the sole director).
7 A5 an officer of MJJ Productions, Inc., I had no authority to te11 Michael what to do in his business

8 life, his personal life, or otherwise. No other employees or officers ofMJ1 Productions, inc., had
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ca 10 14. During Michael Jackson's lifetime, the primar}~.business of MJJ Productions, lnc.,
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11 , was to furnish Michael Jackson's personal services as a recording artist. As such, MJJ
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~ ~oc`Do 1Z Productions, Inc., was the party that entered into recording contracts for Michael Jackson's
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~ QoM 13 services with the record company that released Michael's albums as an adult. MJJ Productions,
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~4 Inc., is therefore the copyright holder of the sound recordings on all of Michael Jackson's solo
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z c z ~°° 15 albums as an adult(the sound recordings on Michael's first twa albums as an adult, Off The Wall
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,~.7 ~. 1g 15. The copyrights in the underlying compositions on the albums, however, are held by
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r 19 the writers of the musical compositions(or their assignees). For the many musical compositions
x 20 on the albums that Michael Jackson wrote himself, he owned the copyrights in them personally
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21 (generally through a d/b/a called MIJ/AC Music). No copyrights to such compositions were held

22 by MJ3 Productions, Inc. Relatedly, MJJ Productions, Inc., was not the corporate entity that
23 furnished Michael's services, nor was it otherwise involved with operation of, Michael Jackson's

24 tours (i.e., where Michael performed live). MJJ Productions,lnc., was not in the child care
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25 business and was not otherwise in a business that required direct contact with, or supervision of,

26 children,

27

28

7.
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1 MJJ VENTURES,INC.

2 16. MJJ Ventures was incorporated as a California corporation in 1991. Attached as

3 Exhibit 6 is a true and correct copy of its Articles of Incorporation dated February 22, 1991.

4 Attached as Exhibit 7 is a true and correct copy of its original Bylaws, ratified by Michael
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5 Jackson as sole director on February 26, 1991. Attached as Exhibit 8 is a true and correct copy of

b the "Action by Consent in Writing of the Sole Shareholder of MJJ Ventures, Inc." signed by

7 Michael Jackson on February 26, 1991. Attached as Exhibit 9 is the "Action Without a Meeting

8 of the Sole Incorporator of MJJ Ventures, lnc." dated February 26, 1991, appointing Michael
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x 10 ].7. Michael Jackson was the sole stockholder of MJJ Ventures, Inc., from the time of
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13 Directors) of MJJ Ventures,Inc.,from the time of its incorporation until June 1, 1994. On that
J 14 date, Michael Jackson amended the Bylaws of MJJ Ventures, Inc., to authorize the number of

~ Z0 15 directors to be increased from one to four. He appointed me, Sandy Gallin (Michael's talent
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16 manager), and Marshall Gelfand (Michael's business manager) as directors with him: Attached as
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r~ o~~; 17 Exhibit 10 are true and correct copies of the June 1, 1994,"Written Consent of Director of MJJ
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~n 19 amending the Bylaws. The four of us(me, Michael, Mr. Galfin and Mr. Gelfand) were on the
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20 Board of Directors of MJJ Ventures, Inc., through at least the end of 1997. Although I, Mr. Gatlin
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21 and Mr. Gelfand served on the Board of Directors with Michael, we served at the pleasure of

22 ~~ Michael Jackson, the sole shareholder of MJJ Ventures,- Inc., and had no authority to tell him what

23 ~ ~ to do in his business life, his personal life, or otherwise.

During various times when I represented Michael, I was also an officer of MJJ
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24 19.

25 Ventures, Inc.(generally, the Secretary). As an officer of the corporation,]served at the pleasure

26 of Michael Jackson, the sole shareholder of the corporation (and often the sole director). As an

27 officer of MJJ Ventures, Inc., i had no authority to tell Michael what to do in his business life, his

28

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1 personal life, or otherwise. No other employees or officers of MJJ Ventures, Inc., had any such

2 authority either.

3 20. MJJ Ventures, Inc., was created to be a joint venture partner in, and to provide

4 Michael Jackson's services in, a joint venture between Michael Jackson (through MJJ Ventures,
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5 Inc.) and Sony Music Entertainment(through affiliated companies), The Joint Venture is a
6 business venture between two entities that came together as a team to create business endeavors in

7 various forms of media. The Joint Venture provides MJJ Ventures, Inc., separate from Michael's

8 record royalties as a recording artist, a share of profits from various joint business endeavors.
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a 9 21. MJJ Ventures, Inc., did not own the copyrights in Michael Jackson's sound
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w 10 recordings or in musical compositions Michael Jackson wrote, Belatedly, MJJ Ventures, Inc., was
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14 ~ with, or supervision of, children.
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15 MICHAEL JACKSON'S RESIDENCES
z ~~c~o In around 1987, Michael Jackson acquired a large ranch in Santa Barbara County.
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m 17 He named it the "Neverland Valley Ranch"(hereafter referred to as "the Ranch"). I and my law
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z 19 Jackson held title to the Ranch in his own name from the time he acquired it until the mid- to late-
x 20 ~~ 2000s. At no time did either MJJ Productions, Inc., or MJJ Ventures, Inc, hold title to, or
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21 ~ ~ otherwise own any interest in,the Ranch.

22 23. At various times in the late 1980s and through the 1990s, Michael Jackson owned

23 apartments in Los Angeles, where he spent time while in Los Angeles. At no.time did either of
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24 MJJ Productions, Inc., or MJJ Ventures, Inc, hold title to, or otherwise own any interest in, those

25 ~ ~ apartments.

26 24. Neither I, nor anyone else employed by or connected with MJJ Productions, lnc. or

27 MJJ Ventures, Inc. had any right or authority whatsoever to tell Michael Jackson:(a) when
28 Michael could come and go to and from the Ranch ox his apartments and with whom;(b) who
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1 c ould and.cou]~ i3ot visit Michael at fhe Ranch or his apartments; or(c) t~ create any sort of
2 procedures''.for when and how Michael. could arrive ..and Leave Ehe Ranch or his. apartments, and

3 ~ vho .could and could not visit hi.m at the Ranch or .his apartments.

4 I declare:under penalty of perjury under the laws ofthe State of California,that tine
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5 . oregoing is tnle and correct,

6 Executed June- ~ S,20i 7., at ~- os

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