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executed a confidential stipulation as to their Oralco marital stock.
The stipulation confirmed the Boyles’ agreement as to
certain aspects of the distribution of the Oralco shares Mr.
Boyle acquired during their marriage. Included in the
stipulation was the Boyles’ joint acknowledgment that on January
19, 1993, pursuant to an exchange agreement, Mr. Boyle exchanged
his remaining 212,662 Oralco shares for 212,662 shares of Elmwood
Acquisition Corporation (EAC II). EAC II was a newly created
shell holding company, wholly owned by Mr. Boyle, and created by
him to assist in retaining voting control of Oralco.
The only asset held by EAC II was the 212,662 Oralco shares
exchanged by Mr. Boyle. The Boyles further stipulated that if
the December 15, 1992, divorce order were revised on appeal and
the marital stock became an issue, then the marital stock would
consist of Ms. Boyle’s 29,273 Oralco shares and Boyle’s 212,662
EAC II shares, rather than Boyle’s original 241,935 Oralco
shares.
Ms. Boyle’s appeal of the divorce decree claimed that she
was entitled to 120,967.5 Oralco shares, which she alleged
represented one-half of the 241,935 Oralco shares Mr. Boyle
acquired during their marriage. On February 18, 1994, the
Supreme Court of Appeals of West Virginia reversed the Circuit
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