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UPSINCO was incorporated in Bermuda as a wholly owned
subsidiary of petitioner on June 28, 1983. UPSINCO was
registered as an exempted company pursuant to the provisions of
section 13 of the Companies Act of 1970, under the laws of
Bermuda. On June 28, 1983, the first meeting of the provisional
board of directors of UPSINCO was held. The provisional
directors of UPSINCO were listed as Messrs. John A. Ellison,
director, C.F.A. Cooper, and N.B. Dill, Jr. UPSINCO was
incorporated with initial capital of $1.2 million and had 12
million shares of capital stock. Initial ownership of the stock
of UPSINCO was as follows:
Name No. of Shares
United Parcel Service
of America, Inc. 1,199,994
Walter E. Danielewski 1
Kenneth L. Johnson 1
Jerome D. Stein 1
John Ellison 1
H.C. Butterfield 1
R.S.L. Pearman 1
On July 14, 1983, the shareholders of UPSINCO held their
first general meeting in which they elected a board of directors.
The elected board of directors consisted of five people. Three
of the five directors elected, Messrs. Danielewski, Johnson, and
Stein, were also employees of petitioner. The remaining two
elected directors, Messrs. Ellison and Butterfield, were
18(...continued)
claims in excess of $100 paid to petitioner's shippers.
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