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In 1987, shareholder Lowell Sucherman (Sucherman) left CSB.
Under the 1973 agreement, CSB owed Sucherman $233,698 for his
share of CSB's retained earnings when he left the firm plus the
amount he paid for his stock. CSB offset what it owed Sucherman
under the 1973 agreement by the costs it advanced on cases that
he took with him and paid him $185,000 (about $46 per share).
Sucherman agreed to pay CSB 25 percent of the net fees he
recovered on any of the cases he took with him.
D. The 1988 Amendment Providing Payment for Decedent's Interest
in CSB Upon His Death
The shareholders amended the 1973 agreement on January 4,
1988. The 1988 amendment applied only to decedent.
Decedent's interest in CSB consisted of stock and claims to
fees earned on cases he brought to CSB. Under the 1973
agreement, CSB would have owed a large amount to decedent's
estate because decedent had brought more than one-half of the
pending cases to CSB when he died. Decedent wanted to amend the
1973 agreement in 1988 to provide enough funds to maintain his
widow's standard of living and to make it easier for CSB to
survive his departure.
Under the 1988 amendment, CSB bought two life insurance
policies on decedent's life from Prudential Insurance Co. of
America (Prudential). Each policy paid a $2,500,000 death
benefit. CSB paid monthly premiums of $10,000 to $11,000 for
the two policies. CSB owned and was the beneficiary under the
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Last modified: May 25, 2011