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In 1949, Cyril began dating Lillian Helwig (Lillian), who
was the manager of one of the JM stores. Joseph strongly
disliked Lillian, as did Cyril's children. They were not pleased
when Cyril married Lillian on June 19, 1952.
1951 Agreement Between Joseph and Cyril
In 1951, Joseph and Cyril were concerned about the future of
the business. Cyril had begun dating women after Anna's death,
and Joseph wanted to ensure that the business would remain in the
family and that Cyril's shares of stock would not go to one of
these women. Cyril, on the other hand, was concerned about
control of the business upon Joseph's death. Control of the
business was very important to Cyril; he saw control of the
business as a means to enhance his social, political, and
business position in the community. Cyril also feared that if he
had to share control with his children, he might someday be fired
by them.
On October 31, 1951, Joseph and Cyril executed a written
document, which they labeled an "Agreement", concerning their JM
and Specialty stock (the Agreement or the 1951 Agreement). As of
October 31, 1951, JM had issued and outstanding 255,174 shares of
stock, consisting of 72,717 shares of preferred stock and 182,457
shares of common stock, all of which had voting rights.3 The
3The articles of incorporation of Newman, Magnin & Co.
(continued...)
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