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percentage of the multipack snack cake market in the United
States.
In 1984, the Company amended its charter and divided its
10,000 shares of class A voting stock into the following three
classes of voting stock: 2,600 shares of class C voting stock,
2,600 shares of class D voting stock, and 4,800 shares of class E
voting stock. The number of the Company's voting shares remained
constant through the date of decedent's death, and no voting
shares were ever sold through that date.
On December 26, 1984, the Company and its shareholders
executed two stock restriction agreements: A stock restriction
agreement for shareholders who owned class B nonvoting stock
(class B buy-sell agreement), and a stock restriction agreement
for class C shareholders, class D shareholders, and class E
shareholders (voting stock buy-sell agreement). These stock
restriction agreements, as amended, have been used to set the
maximum sale price for every sale of Company stock since their
execution.
The stock restriction agreements contain various limitations
on the transferability of the Company's stock. Article III of
each stock restriction agreement allows a shareholder to transfer
stock in the Company to certain "permitted transferees". Article
VII of each agreement contains provisions dealing with the
disposition of any of a deceased shareholder’s shares not
distributed to permitted transferees in accordance with article
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