Scott C. and Sherry L. Russon - Page 4

                                        - 4 -                                         
          Agreement.  One of the limitations provided that until the full             
          purchase price was paid, the buyers could not "declare or pay any           
          dividends or make any distributions" relating to the stock                  
          without written permission of the sellers, the fathers.                     
               Scott, Brent, Robert, and Gary all were funeral directors at           
          the time of the purchase.  They were trained and taught the                 
          mortuary business at Russon Brothers.  They qualified themselves            
          to operate the mortuary business through schooling and while                
          working at Russon Brothers.  On December 23, 1985, Russon                   
          Brothers, as the Company, Scott, Brent, Robert, and Gary, as                
          Buying Shareholders, and Milton, Leo and Dale, as Selling                   
          Shareholders, entered into a Stock Purchase Agreement.  On                  
          December 23, 1985, Milton, Leo, Dale, Brent, and Gary were                  
          elected directors of Russon Brothers.  The new directors then               
          elected Robert as president, Brent as vice president, and Scott             
          as secretary-treasurer of Russon Brothers.                                  
               At the time the stock was purchased Milton and Leo retired             
          from Russon Brothers.  Dale continued as a full-time employee for           
          a few months in order "to receive his maximum Social Security               
          benefits allowable to him for retirement at age 62".  Scott,                
          Brent, Robert, and Gary purchased the Russon Brothers stock from            
          their fathers so that they could manage, operate, conduct, and              
          participate full time in the mortuary business and earn a living            
          continuing a business started and developed by their fathers.               
          Scott did not have a substantial investment motive when he                  




Page:  Previous  1  2  3  4  5  6  7  8  9  10  11  12  13  Next

Last modified: May 25, 2011