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Nation of Fire Corporate Structure Framework

Revival Media Infrastructure Ownership Analysis & Recommendations​

CONFIDENTIAL - STRATEGIC PLANNING DOCUMENT
Date: October 14, 2025
Prepared for: Gary Sheng, Brenda Gentry, Apostle Delmar Coward Jr.
Legal Counsel: John Montague (Corporate Attorney)

Executive Summary​

This document analyzes potential corporate structures for the Nation of Fire revival media infrastructure based on the stated goals and requirements of the founding partners. The analysis prioritizes fair compensation, long-term wealth building, operational flexibility, and spiritual alignment while protecting against the deal structure trauma Gary has experienced in previous ventures.

Key Recommendation: Hybrid structure combining C-Corporation holding company with subsidiary LLCs for specific revenue streams, designed to enable multi-generational wealth creation while maintaining spiritual integrity and operational agility.

Stakeholder Requirements Analysis​

Gary Sheng's Stated Requirements​

Financial Goals:

  • Abundant wealth to support large family in premium locations (US and international)
  • Millions in liquid assets within coming years
  • Gifted houses and cars or ability to purchase without constraint
  • Fair compensation for book authorship and co-authorship
  • Pathway to grandchildren for parents within reasonable timeframe

Operational Requirements:

  • Protection from poorly structured deals (trauma from Alpha Schools, Joe Liemandt experiences)
  • Leadership position without bureaucratic bottlenecks
  • Ability to make tie-breaking decisions when needed
  • Long-term incentive alignment for team members
  • Easy termination protocols for non-performers
  • Control over intellectual property creation and monetization

Spiritual Standards:

  • All partners must be Christ-centered or demonstrate exceptional alignment through fruit
  • Structure must support kingdom advancement over pure profit maximization
  • Integration with apostolic ministry without compromising either business or spiritual integrity

Brenda Gentry's Business Profile​

Wealth Creation Goals:

  • Leveraging crypto/Web3 expertise for ministry financing
  • "Susanna and Joanna" model - using business success to finance apostolic ministry
  • Billion souls vision requiring substantial capital deployment
  • Multi-generational wealth transfer aligned with prophetic timing

Business Assets:

  • BundlesBets Inc. (decentralized sports prediction platform)
  • Gentry Media Productions (crypto/NFT marketing consultancy)
  • Extensive crypto holdings and Web3 network
  • Daughters' involvement (Cynthia in Web3 marketing, Imani as content creator)
  • Prophetic market insight and timing abilities

Ministry Vision:

  • Documentary series documenting authentic revival movements
  • Global media platform for faith-based content
  • Tokenization of revival movements and ministry financing
  • International travel and ministry documentation

Apostle Delmar Coward Jr.'s Ministry Assets​

Spiritual Authority:

  • 42 years of documented miracle ministry
  • 4,000-6,000 annual conversions
  • Established elder network across multiple states
  • Prophetic recognition of "Nation of Fire" vision
  • Weather authority and territorial dominion demonstrations

Ministry Infrastructure:

  • Encounter Church in Liberty, TX
  • Multi-state elder network (Kansas, Delaware, Arizona, Louisiana, Tampa, Texas)
  • Prison ministry access and authority
  • Law enforcement chaplaincy (dual county/city appointments)
  • Annual community outreach (City Park Party reaching 300+ families)

Content Creation Potential:

  • "Book of Fire" collaboration with Gary as apostolic scribe
  • Systematic teaching frameworks (Seven Laws of Fire)
  • Global ministry expansion vision (Africa, China, Asia)
  • Technology integration for worldwide distribution

Primary Entity: Nation of Fire Holdings, Inc. (Delaware C-Corporation)​

Ownership Distribution:

  • Gary Sheng: 45% (Founder/CEO)
  • Brenda Gentry: 35% (Co-Founder/CFO)
  • Apostle Delmar Coward Jr.: 15% (Spiritual Advisor/Content Partner)
  • Employee Stock Option Pool: 5%

Rationale for Distribution:

  • Gary receives plurality control reflecting his role as primary strategic leader and deal trauma protection
  • Brenda's substantial stake reflects her crypto assets, business expertise, and financing capability
  • Apostle's meaningful but minority stake acknowledges his primary church responsibilities while ensuring significant upside
  • Option pool enables long-term team incentive alignment

Subsidiary Structure (Wholly-owned by Holdings)​

1. Nation of Fire Media LLC​

Purpose: Content creation, documentary production, book publishing Revenue Streams:

  • Documentary licensing and distribution
  • Book sales and royalties
  • Speaking engagement fees
  • Educational content licensing

2. Nation of Fire Technologies LLC​

Purpose: Technology platform development, crypto integration Revenue Streams:

  • Platform subscription fees
  • Tokenization services
  • Web3 consulting
  • Technology licensing

3. Nation of Fire Ministries LLC​

Purpose: Ministry events, crusades, training programs Revenue Streams:

  • Event ticket sales
  • Training program fees
  • Ministry consulting
  • Donation processing (with 501(c)(3) election)

4. Nation of Fire Properties LLC​

Purpose: Real estate investments, facility ownership Revenue Streams:

  • Property appreciation
  • Rental income
  • Event venue fees
  • Retreat center operations

Financial Structure & Wealth Creation Strategy​

Capital Contribution Framework​

Gary Sheng Initial Contribution:

  • Strategic network and relationships ($500K equivalent value)
  • Government and international connections ($300K equivalent value)
  • Existing content and IP ($200K equivalent value)
  • Total Sweat Equity: $1M

Brenda Gentry Initial Contribution:

  • Crypto holdings deployment ($500K-$1M liquid)
  • Gentry Media Productions assets ($200K value)
  • Daughters' involvement and Web3 network ($300K equivalent value)
  • Total Cash + Assets: $1M-$1.5M

Apostle Delmar Initial Contribution:

  • Ministry network and authority (invaluable but non-quantifiable)
  • Content creation partnership ($200K equivalent annual value)
  • Elder network access ($100K equivalent value)
  • Total Ministry Assets: $300K equivalent

Revenue Distribution Model​

Quarterly Distributions:

  • 60% retained for business growth and reserves
  • 40% distributed to shareholders pro-rata
  • Minimum $100K annual distribution to Gary by Year 2
  • Minimum $75K annual distribution to Brenda by Year 2
  • Minimum $25K annual distribution to Apostle by Year 2

Book Royalty Structure:

  • Gary Solo Books: 70% to Gary, 30% to Nation of Fire
  • Gary-Apostle Co-authored: 40% Gary, 40% Apostle, 20% Nation of Fire
  • Gary-Brenda Co-authored: 45% Gary, 35% Brenda, 20% Nation of Fire
  • Three-way Collaboration: 35% Gary, 30% Brenda, 25% Apostle, 10% Nation of Fire

Wealth Acceleration Mechanisms​

Year 1-2: Foundation Building

  • Target: $500K-$1M annual revenue
  • Focus: Content creation, platform development, initial documentaries
  • Gary compensation: $150K salary + equity distributions

Year 3-5: Scale & Expansion

  • Target: $2M-$5M annual revenue
  • Focus: Global ministry documentation, technology platform scaling
  • Gary compensation: $250K salary + equity distributions + book royalties

Year 5+: Wealth Multiplication

  • Target: $10M+ annual revenue
  • Focus: International expansion, franchise model, major media deals
  • Gary compensation: $500K+ salary + substantial equity distributions

Exit Strategy Options:

  • Strategic acquisition by major media company (5-7x revenue multiple)
  • Private equity partnership maintaining control
  • Public offering (if revenue exceeds $50M annually)
  • Legacy transition to next generation leadership

Governance & Control Structure​

Board of Directors​

  • Gary Sheng: Chairman/CEO
  • Brenda Gentry: Vice Chairman/CFO
  • John Montague: Independent Director (Legal/Governance)
  • External Advisor: Business/Ministry expert (TBD)
  • Apostle Delmar: Advisory Board Chairman (non-voting but consulted on all major decisions)

Decision-Making Framework​

Gary's Tie-Breaking Authority:

  • Strategic direction and vision
  • Major partnership decisions
  • Personnel hiring/firing (executive level)
  • Content creation priorities
  • International expansion timing

Unanimous Board Approval Required:

  • Equity issuance or dilution
  • Major acquisitions (>$500K)
  • Debt financing (>$1M)
  • Fundamental business model changes
  • Sale or merger of company

Brenda's Operational Authority:

  • Financial management and budgeting
  • Technology platform development
  • Crypto/Web3 strategy implementation
  • Marketing and brand management
  • Daughter involvement coordination

Performance Management​

Executive Performance Reviews:

  • Quarterly board reviews with specific KPIs
  • Annual 360-degree feedback including spiritual mentors
  • Performance improvement plans with 90-day correction periods
  • Termination for cause with 30-day notice (non-performance)
  • Termination without cause with 6-month severance

Equity Vesting Schedule:

  • 4-year vesting with 1-year cliff
  • Acceleration upon death, disability, or company sale
  • Partial acceleration (50%) upon termination without cause
  • Forfeiture upon termination for cause or voluntary departure

Spiritual Integration & Accountability​

Kingdom Business Principles​

Spiritual Advisory Council:

  • Apostle Delmar Coward Jr.: Primary spiritual advisor
  • Bishop Clarence Williams Jr.: Secondary spiritual counsel
  • Pastor Terrance Kearney: Character and integrity oversight
  • Quarterly spiritual health assessments for all leadership

Biblical Business Standards:

  • Tithing: 10% of net profits to ministry partners
  • Employee care: Above-market compensation and benefits
  • Vendor relationships: Prompt payment and fair dealing
  • Customer service: Exceeding expectations as ministry
  • Transparency: Open book policy with spiritual advisors

Conflict Resolution:

  • Matthew 18 process for interpersonal conflicts
  • Spiritual advisors mediate business disputes
  • Binding arbitration with Christian arbitrators
  • Restoration focus over punishment

Ministry Integration Model​

Apostle's Role Definition:

  • Content Partner: Co-author books, provide teaching materials
  • Ministry Leader: Lead crusades and revival events
  • Spiritual Authority: Provide prophetic direction and spiritual oversight
  • Network Access: Facilitate elder network and ministry connections
  • Time Commitment: 20-30% of time dedicated to Nation of Fire activities

Church Relationship:

  • Nation of Fire supports Encounter Church financially (annual donation)
  • Cross-promotion without competition
  • Shared resources for major events
  • Independent governance structures

Risk Mitigation & Protection​

Gary's Deal Trauma Protection​

Structural Safeguards:

  • Plurality voting control (45% + tie-breaking authority)
  • Guaranteed minimum compensation regardless of company performance
  • Intellectual property ownership clarity with reversion rights
  • Termination protection requiring unanimous board vote
  • Personal brand protection and non-compete limitations

Financial Protection:

  • Personal guarantees limited to initial capital contribution
  • Key person life insurance ($2M on Gary, $1M on Brenda)
  • Disability insurance covering salary continuation
  • Legal defense fund for business-related litigation

Partnership Risk Management​

Brenda Relationship Protection:

  • Clear role definition preventing overlap with Gary's authority
  • Crypto asset protection through separate holding structures
  • Family involvement agreements with performance standards
  • Exit rights with fair market value determination

Apostle Relationship Protection:

  • Ministry independence maintained through separate governance
  • Content ownership shared but not exclusive
  • Geographic territory agreements for ministry activities
  • Succession planning for apostle's eventual retirement

Business Risk Mitigation​

Market Risks:

  • Diversified revenue streams across media, technology, and ministry
  • Geographic diversification through international expansion
  • Platform risk mitigation through owned media infrastructure
  • Regulatory compliance across multiple jurisdictions

Operational Risks:

  • Key person dependency mitigation through documentation and training
  • Technology platform redundancy and backup systems
  • Content library protection through multiple distribution channels
  • Financial controls and audit requirements

Implementation Timeline​

Phase 1: Foundation (Months 1-3)​

  • Legal entity formation and initial capitalization
  • Board establishment and governance documentation
  • Initial team hiring and equity grants
  • Technology platform development initiation

Phase 2: Content Creation (Months 4-9)​

  • First documentary production and release
  • Book writing and publishing partnerships
  • Ministry event planning and execution
  • Revenue stream activation

Phase 3: Scale Preparation (Months 10-12)​

  • Series A funding preparation if needed
  • International expansion planning
  • Technology platform beta launch
  • Strategic partnership development

Phase 4: Growth Acceleration (Year 2+)​

  • Major media distribution deals
  • International ministry expansion
  • Technology platform commercialization
  • Wealth multiplication strategies

Alternative Structure Considerations​

Option B: Partnership Model​

Structure: Limited Partnership with Gary as General Partner Pros: Maximum control for Gary, tax efficiency, operational flexibility Cons: Personal liability exposure, limited growth capital access, succession challenges

Option C: Cooperative Model​

Structure: Equal ownership with rotating leadership Pros: Democratic decision-making, shared risk Cons: Potential deadlock, slower decisions, unclear accountability

Option D: Franchise Model​

Structure: Gary owns master franchise, partners own regional territories Pros: Scalable growth, clear territorial boundaries Cons: Complex coordination, potential competition between territories

Tax Optimization Strategy​

Corporate Tax Efficiency​

  • Delaware C-Corp structure enables optimal tax planning
  • Qualified Small Business Stock (QSBS) potential for $10M+ tax-free gains
  • International expansion through favorable tax jurisdictions
  • Charitable giving strategies integrated with ministry support

Personal Tax Planning​

  • Salary optimization balancing current needs with long-term gains
  • Equity compensation timing for maximum tax efficiency
  • Real estate investment through company structure
  • International tax planning for global ministry activities

Success Metrics & Milestones​

Financial Targets​

  • Year 1: $500K revenue, break-even operations
  • Year 2: $1.5M revenue, $200K+ distributions to Gary
  • Year 3: $3M revenue, $500K+ distributions to Gary
  • Year 5: $10M revenue, $2M+ distributions to Gary

Ministry Impact Metrics​

  • Documentary viewership and engagement
  • Ministry event attendance and conversions
  • Book sales and distribution reach
  • International expansion success

Wealth Creation Validation​

  • Gary's liquid net worth exceeding $1M by Year 3
  • Home ownership in premium location by Year 2
  • Family formation financial security by Year 3
  • Multi-generational wealth foundation by Year 5

Formation Documents​

  • Articles of Incorporation (Delaware)
  • Corporate Bylaws with governance provisions
  • Shareholder Agreement with buy-sell provisions
  • Employment Agreements for key personnel
  • Intellectual Property Assignment Agreements

Operational Agreements​

  • Operating Agreements for subsidiary LLCs
  • Content Creation and Licensing Agreements
  • Ministry Partnership Agreements
  • Technology Development and Licensing Agreements
  • International Expansion Framework Agreements

Protection Documents​

  • Key Person Insurance Policies
  • Indemnification Agreements
  • Non-Disclosure and Non-Compete Agreements
  • Dispute Resolution and Arbitration Agreements
  • Succession Planning Documentation

Conclusion & Next Steps​

The recommended structure balances Gary's need for control and wealth creation with Brenda's business expertise and Apostle's spiritual authority. The hybrid corporate model enables rapid scaling while maintaining spiritual integrity and providing multiple exit strategies.

Immediate Actions Required:

  1. Legal Consultation: Engage John Montague for detailed legal structuring
  2. Financial Planning: Finalize initial capitalization amounts and timing
  3. Spiritual Confirmation: Seek apostolic blessing and prophetic confirmation
  4. Documentation: Begin drafting formation and operational agreements
  5. Team Assembly: Identify and recruit initial key personnel

Success Factors:

  • Clear role definition and authority boundaries
  • Transparent communication and regular spiritual oversight
  • Aggressive but achievable financial targets
  • Flexible structure enabling rapid adaptation
  • Strong legal protection against deal trauma repetition

This structure positions Nation of Fire for explosive growth while protecting all partners' interests and maintaining the spiritual foundation essential for authentic revival ministry impact.

Prepared by: AI Strategic Analysis
Review Required: John Montague (Legal), Mike Ajouz (Business Strategy)
Spiritual Confirmation: Apostle Delmar Coward Jr., Bishop Clarence Williams Jr.
Final Approval: Gary Sheng, Brenda Gentry

"Where the Spirit of the Lord is, there is liberty" - 2 Corinthians 3:17