- 7 - and Jacque Johnston as set forth in that agreement. Attached to and made part of the May 25, 1990 stock purchase agreement were an employment agreement between Burien Nissan and Mr. Stanford pursuant to which Burien Nissan agreed to employ Mr. Stanford as its president and an employment agreement between Burien Nissan and Mr. Whitehead pursuant to which Burien Nissan agreed to employ Mr. Whitehead as its general sales manager. The employment agreement between Burien Nissan and Mr. Stanford provided, inter alia, certain benefits to Mr. Stanford as presi- dent of that company, including unrestricted access to two Burien Nissan automobiles for Mr. Stanford’s personal use. On September 1, 1990, Burien Nissan and the stockholders6 entered into an agreement (September 1, 1990 stockholders’ agreement), the stated purpose of which was as follows: The Shareholders desire to promote their mutual interests and the interests of the Corporation [Burien Nissan] by imposing certain restrictions and obliga- tions on each other, on the Shares which they presently own, and on any additional shares which they or their successors or transferees may hereafter acquire or which the Corporation may hereafter issue. * * * The September 1, 1990 stockholders’ agreement set forth, inter alia, certain restrictions on the disposition (i.e., sale, transfer, pledge, encumbrance, or disposal by operation of law or otherwise) of Burien Nissan stock held by each of the minority 6The number of shares and the percentage ownership of Burien Nissan stock owned by each stockholder did not change between May 25, 1990, and Sept. 1, 1990.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