Estate of Robert E. Cartwright, Deceased, Dorothy G. Cartwright, Executrix - Page 5

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               Associates received referral fees but shareholders did not.            
          If an associate brought a case to CSB (i.e., was the “source                
          attorney”), he or she would get 25 percent of CSB's fees after              
          the first $5,000.  CSB kept records showing who brought each case           
          to CSB and showing which attorney had a right to receive fees.              
          C.   CSB's Shareholders Agreement                                           
               CSB's shareholders executed a shareholders’ agreement (the             
          1973 agreement) on January 23, 1973.  Under the 1973 agreement,             
          CSB agreed to buy a deceased shareholder's interest in CSB and              
          pay the shareholder's widow3 or estate the following amounts:               
               1.   The amount the deceased shareholder paid for his stock.           
               2.   A share of the amount of any earned but unpaid                    
                    corporate profits or dividends.                                   
               3.   The amount of any earned but unpaid salary of the                 
                    deceased shareholder.                                             
               4. The amount of any incurred expenses or loans                        
                    unreimbursed to the shareholder.                                  
               5.   Twenty-five percent of the net amount received by CSB             
                    after the shareholder's death for cases the deceased              
                    shareholder brought to CSB.                                       
               6. Ten percent of the net amount CSB received on cases                 
                    pending when the shareholder died which came to CSB               


               3 The 1973 agreement uses the term “widow”, not “surviving             
          spouse”.                                                                    




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Last modified: May 25, 2011