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Shortly after Ms. Mirowski died, on September 16, 2001,
decedent’s estate, through its personal representatives, and the
remaining members of MFV (i.e., the daughters’ trusts), through
their respective trustees (i.e., Ms. Mirowski’s daughters),
executed a memorandum regarding MFV’s operating agreement. In
that memorandum, inter alia, each of those trusts, through its
trustees, acknowledged receipt of an interest and membership in
MFV.30
On September 16, 2001, the remaining members of MFV (i.e.,
the daughters’ trusts), through their respective trustees, also
held a special meeting (September 16, 2001 special meeting). At
that meeting, those members elected the following officers in
order to continue MFV’s business: Ginat Mirowski as its general
manager and president, Doris Frydman as its vice president, and
Ariella Rosengard as its secretary/treasurer. At the September
16, 2001 special meeting, the remaining members of MFV (i.e., the
daughters’ trusts) also discussed, through their respective
trustees, MFV’s Goldman Sachs account that MFV had recently
opened, and they passed a resolution authorizing and ratifying
the establishment and maintenance of that account.
30An exhibit attached to the memorandum regarding MFV’s
operating agreement reflected the Sept. 7, 2001 respective
membership interests in MFV of decedent and the daughters’ trusts
after Ms. Mirowski’s respective gifts of 16-percent interests in
MFV to those trusts, as well as the amount of decedent’s basis in
the 16-percent interest that she gave to each of those trusts,
which carried over to each trust.
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Last modified: March 27, 2008