Joan Walters, f.k.a. Joan Gherman, and Henry Gherman - Page 7

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          director.  Ms. Walters knew that the FIP stock was held in her              
          name, because Mr. Gherman had not been granted a discharge in the           
          1969 bankruptcy.  Ms. Walters attended FIP's monthly board of               
          directors meetings, signed FIP's corporate minutes, and, until              
          1984, was on FIP's payroll.  Ms. Walters, however, was not                  
          involved in the day-to-day operations of FIP, and she seldom                
          visited FIP's offices during the years in issue.  Although Ms.              
          Walters owned all of FIP's stock, FIP's clients knew that Mr.               
          Gherman controlled FIP and that he made all decisions regarding             
          its operations.  Those clients trusted Mr. Gherman and remained             
          with him over a number of years.                                            
               Shari, a licensed insurance agent, was on FIP's payroll.               
          From at least February 1983 until May 1988, Shari also served as            
          a director of FIP.  In addition, she owned 50 percent of the                
          shares of First Financial Planning Corp. of South Florida, Inc.             
          (FFP), an S corporation formed during 1983 and controlled by Mr.            
          Gherman.  FFP sold insurance to FIP's clients.  The record does             
          not show the full extent of services that Shari performed for FIP           
          or FFP or for any other corporation controlled by Mr. Gherman,              
          but it does indicate that she was credited with selling insurance           
          to FIP's clients.  Shari did not testify at the trial.                      
               Craig also was on FIP's payroll.  He worked primarily as a             
          mechanic for FIP.  In addition, from at least October 1984 until            
          May 1988, Craig served as a director of FIP.  Craig owned 50                





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