May 20, 1975

 

 

___________________________, Beneficiary of Voting Trust of Stelle Industries:

 

In accordance with Article 7 of the Voting Trust Agreement of Stelle Industries, Inc., of which you are a signatory, I am herewith presenting a pro rata bill for legal services contracted by me as Voting Trustee to determine the legality of an attempt made by Mrs. Merrilie Maull to amend the Voting Trust Agreement on or about March 22, 1975. It was shown by the attorneys hired by me that the only legal condition by which the Agreement could be amended would not likely be practically attainable since it would require a 100% agreement by all beneficiaries whether current or former members of The Stelle Group. The attorneys also researched ways by which the proposed changes could be otherwise accomplished, and they consulted with several tax specialists in this matter. The president and comptroller of Stelle Industries also hired other tax attorneys at corporation expense to get all the facts for making a decision, with the end result being that no changes were made in the Voting Trust Agreement.

 

There are no dividends paid by Stelle Industries; so there are no dis­tributions from which payment of the lawyer’s fees could be derived. Therefore, the following portion of Article 7 of the Voting Trust Agree­ment applies: “The Trustee may employ counsel and such other assistance as may be convenient in the performance of his functions. The Trustee will receive from the Beneficiaries, pro rata, reimbursement or indem­nity for any and all claims, expenses and liabilities incurred by him, or asserted against him, in connection with or growing out of this agree­ment or the discharge of his duties hereunder.” I find myself, therefore, calling upon your obligation under the terms of this provision since the president of Stelle Industries, Inc. has specifically refused to allow the corporation to assume the cost of said legal counsel.

 

The fee charged by the law firm of Bloche, French & Haysa is $100.00; and since the 51 Beneficiaries who are still members of The Stelle Group represent; 2,999 shares of stock, the pro rata charge is $0.03334 per share to reimburse me.

 

You hold ____ shares (X 3 1/3 ¢ ) which equals $ ________.

 

Please mail your check to me or make your payment in cash to Jeanette Williams in an envelope with your name of it. She will foreward the cash to me via messenger. Please make payment before May 31, 1975.

 

 

Sincerely yours,

 

 

 

 

Richard Kieninger

241 S. Cannon

Kankakee, IL 60901

 

 

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