Reza and Connie M. Rezazadeh - Page 7

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          as his 50 percent of the net proceeds, $4,000 in 1977, $12,000 in           
          1978, and $20,000 in 1979.  No payments were made by the                    
          corporation on the $111,000 "investment certificates".                      
               Sometime in 1980, upon his return from a European business             
          trip, petitioner discovered that Mr. Takos had sold all of the              
          corporation's inventory of local properties and absconded to the            
          State of Florida with the proceeds and most of the corporate                
          records. Petitioner filed a shareholder's derivative suit                   
          against Mr. Takos on behalf of the corporation.  On October 22,             
          1984, a State court in Iowa rendered a judgment against Mr. Takos           
          and his wife (judgment debtors) in favor of the corporation for             
          $203,948.42 in actual damages, $125,000 in punitive damages, and            
          reasonable attorney's fees.  Pursuant to Iowa law, a receiver was           
          appointed to collect the assets of the corporation, including the           
          judgment against Mr. Takos and his wife, and to liquidate the               
          corporation.  The receiver soon determined, by January 1985, that           
          there were no assets of the judgment debtors in the State of                
          Iowa, nor did the judgment debtors have any significant assets in           
          Florida on which the judgment could be satisfied.  Furthermore,             
          the attorney in Florida who had been employed to examine the                
          judgment debtors stated:  "I don't believe that further                     
          collection efforts will be worthwhile."   In his Application to             
          Terminate Receivership and Final Report, dated January 11, 1985,            
          the receiver reported that there were no corporate assets in the            





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