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$1,519,191, for a total of $7,444,124. The executors did not
seek approval from the local probate court with regard to this
loan or any other loan they obtained on behalf of decedent's
estate.
Prior to obtaining the First Company Loan, the executors
determined that the Company's directors and the other class B
shareholders agreed with a proposed amendment of the class B buy-
sell agreement that would now enable class B shares of a decedent
to be pledged to secure a loan to provide funds to pay a
decedent's debts, expenses and taxes. The executors intended to
repay the First Company Loan as soon as the class B buy-sell
agreement could be amended to enable pledging of class B shares
in connection with a long-term loan from a source outside the
Company. Under the class B buy-sell agreement as it existed at
the time of decedent's death, this was not an option available to
the executors. The Company’s class B and class E shares steadily
appreciated in value from 1984.
On April 30, 1990, about 1 month after payment of decedent's
estate's Federal estate tax and State death taxes, the executors,
other class B shareholders, and the Company's board of directors
voted to modify the class B buy-sell agreement to permit a pledge
of class B shares to secure a loan to be classified as a
"permitted transfer".
On June 20, 1990, the executors repaid the First Company
Loan with the proceeds of a loan from Provident National
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