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In the shareholders agreement, decedent and the Strangi
children agreed that at each annual meeting they would vote to
reelect themselves (or a nominee) as the five directors. They
further agreed that, if a vacancy occurred on the board by reason
of the death, disability, resignation, retirement, or removal of
a director so elected, they would cause the bylaws to be amended
so as to reduce by one the number of directors.
Thereafter, each of the four Strangi children gave a
.25-percent interest in Stranco to McLennan Community College
Foundation (MCC Foundation), and the charity became a 1-percent
shareholder in the corporation. MCC Foundation accepted the gift
by execution on August 18, 1994, of an agreement to be bound by
the terms of the preexisting shareholders agreement.
Decedent died of cancer on October 14, 1994, at the age of
81. Following decedent’s death, Texas Commerce Bank, N.A. (TCB),
successor in interest to Ameritrust, was asked to decline to
serve as coexecutor of his estate. TCB subsequently did so, and
decedent’s will was admitted to probate on April 12, 1995, with
Mrs. Gulig appointed as the sole executor.
After its formation, various monetary outlays were made from
SFLP. From September 1993 until his death, decedent required
24-hour home health care that was provided by Olsten Healthcare
(Olsten) and supplemented by Ms. Stone. During this time and
while assisting decedent, Ms. Stone injured her back. The
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Last modified: May 25, 2011