- 5 - administration expenses). However, upon the closing of the initial offer received from an executor, the Company was required to pay in cash only that portion of the purchase price which did not exceed the sum of: (1) Nondeferable Federal estate tax, (2) one-tenth of the deferred estate tax which could have been paid in installments pursuant to section 6166, (3) State inheritance taxes, and (4) administrative expenses incurred as of the closing date. The balance of the purchase price, if any, was to be paid by delivery of a promissory note payable in nine equal annual installments beginning on the first anniversary of the closing date. On July 31, 1986, the stock restriction agreements were modified by a document entitled "Amendment to Shareholders' Agreement and Voting Stock Agreement". These amendments did not alter the terms of either the class B buy-sell agreement or the voting stock buy-sell agreement that dealt with the obligations of the Company and the stock transfer procedure triggered by the death of a shareholder. On August 23, 1988, the Company redeemed 1,960 shares of decedent's class B nonvoting stock for $7,340,200 cash. In August 1988, the Company also declared a 99 for 1 stock dividend on class B nonvoting shares. On September 27, 1988, decedent executed her last will and testament, which was drafted by her attorney. Article IV of decedent's will set out specific sources of funds for the paymentPage: Previous 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 Next
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