Estate of Eugene E. Stone, III, Deceased, C. Rivers Stone, E.E. Stone, IV, Mary Stone Fraser & Rosalie Stone Morris, Co-Personal Representatives - Page 47

                                       - 32 -                                         
               tial creditors of any Family member; to establish a                    
               combined investment policy for the Partnership; to                     
               reduce the mechanics and costs of administration of                    
               investments; * * * to facilitate the administration and                
               reduce the costs associated with the probate of the                    
               estates of Family members; * * * to provide flexibility                
               in business and estate planning not available through                  
               trusts, corporations or other business entities; to                    
               reduce transaction costs and multiple deeds in trans-                  
               ferring property among Family members; * * * and ac-                   
               quiring, financing, developing, subdividing, managing,                 
               improving, operating, leasing, mortgaging, refinancing,                
               pledging, selling or otherwise dealing with the Part-                  
               nership Property * * *.                                                
               Each of the partnership agreements for the Five Partnerships           
          provided that distributions to partners may be made from each               
          such partnership only after, inter alia, determining whether the            
          financial condition of each such partnership permitted such                 
          distributions.  Each of the partnership agreements for the Five             
          Partnerships further provided that all distributions to the                 
          partners of each such partnership must, “Unless otherwise agreed            
          by all the Partners in writing, * * * be made simultaneously to             
          each of the Partners and must be made in proportion to the                  
          Partners’ Partnership Units.”                                               
               The children understood that Mr. Stone and Ms. Stone would             
          make the ultimate decision as to which, if any, of their parents’           
          respective assets their parents would transfer to each of the               
          Five Partnerships.  In this connection, although Mr. Stone and              
          Ms. Stone agreed to form the Five Partnerships, they did not                
          intend to transfer all of the respective assets that they owned             
          to such partnerships in exchange for partnership interests.  That           

Page:  Previous  22  23  24  25  26  27  28  29  30  31  32  33  34  35  36  37  38  39  40  41  Next

Last modified: May 25, 2011