Estate of Lynn M. Rodgers, deceased, First National Bank of Commerce, Executor - Page 3




                                        - 3 -                                         

          owned and actively operated as a family enterprise, with the only           
          stockholders being descendants by blood or marriage of its                  
          original stockholders who were Louis Herman Marrero, Sr., and his           
          three sons, Louis Herman Marrero, Jr., William Felix Marrero, and           
          Leo A. Marrero.  (We shall refer to the descendants by blood or             
          marriage of the original stockholders of Marrero Land as Marrero            
          family members.)                                                            
               At the time Marrero Land was incorporated, article VI of its           
          articles of incorporation (article VI) provided:                            
                    No stockholder shall have the right to sell or                    
               transfer any share or shares of the capital stock of                   
               the said corporation owned by him until the expiration                 
               of fifteen days, after given [sic] written notice to                   
               the other stock holders who will have the privilege of                 
               purchasing the same during said fifteen days at the                    
               actual cash value thereof, as established by the books                 
               of the corporation.                                                    
               Around 1980, N. Buckner Barkley, Jr. (Mr. Barkley) and Keith           
          M. Hammett (Mr. Hammett), who were not members of decedent's                
          immediate family and who were at the time members of the board of           
          directors and the executive vice president and the treasurer,               
          respectively, of Marrero Land, had concerns regarding Louis                 
          Marrero, IV (Mr. Marrero), who was then president of Marrero                
          Land.  That was because, inter alia, Mr. Marrero had pledged the            
          Marrero Land stock which he owned in order to secure certain of             
          his personal obligations, and Mr. Barkley and Mr. Hammett be-               
          lieved that that stock might be sold to satisfy Mr. Marrero's               






Page:  Previous  1  2  3  4  5  6  7  8  9  10  11  12  13  14  15  16  17  18  19  20  Next

Last modified: May 25, 2011