The URL can be used to link to this page

Home My WebLink About12-24-08 (4)IN RE: ESTATE OF IN THE COURT OF COMMON PLEAS OF ROBERT M. MUMMA, CUMBERLAND COUNTY, PENNSYLVANIA Deceased ORPHAN'S COURT DIVISION NO.21-86-398 PRAECIPE TO THE CLERK OF THE ORPHANS' COURT: Please make the attached record of Morgan, Lewis & Bockius dated January 21, 1987 (memorandum to file) part of the record in this matter and as same pertains to the pending Motion for Disqualification of the Estate counsel. BY: DATE: December 24, 2008 Robert M. Mumma, II Box F Grantham, PA 17027 (717) 612-9720 PROSE -, ,_: ' _ ~, _ _ . ; ; , :_. - _, c~- t ~'8 ~. ~ r.~ - -~ ,.-- ' r,~ ;~ ~ . - r (~I CERTIFICATE OF SERVICE I, Robert M. Mumma, II, pro se, do hereby certify that I caused a copy of the foregoing Praecipe to be served this date by U.S. Mail, first class, postage prepaid, addressed to: George B. Faller, Jr., Esquire No V. Otto, III, Esquire Martson Law Offices 10 East High Street Carlisle, PA 17013 Brady Green, Esquire Morgan, Lewis & Bockius, LLP 1701 Market Street Philadelphia, PA 19103-2921 Ralph Jacobs, Esquire 1515 Market Street -Suite 705 Philadelphia, PA 19102 Linda Mumma Roth PO Box 480 Mechanicsburg, PA 17055 Joseph D. Buckley, Esquire Court-Appointed Auditor 1237 Holly Pike Carlisle, PA 17013 t. DATE: December 24, 2008 By; ~~^~;~~;'~"= =,~~"~f/r~,~~~,~i~A.~ . Robert M. Mumma, II Box F Grantham, PA 17027 717-fi12-9720 PROSE z T0: File FROM: w'illiam S. Skinner DATE: d'anuary 21, 1987 Company, Farrisburg, Pa. ("Pennsylvania Supply") and Rim Company ("Rim"), and actions taken to reorganize the assets distributed in the liquidations. A. Liquidation of Rim and Pennsylvania gi,pB1Y and Formation of Fummelstown OuarT,ac_ Tn 1. Plans of Dissolution and Complete Liquidation were adopted by the unanimous written consent of the shareholders of Rim and Pennsylvania Gupply as of rTovember 30, 1986. 2. A Certificate of Election to Dissolve was filed on behalf of Rim on December 10, 1986. 3~. A Certificate of Election to Dissolve was filed on behalf of Pennsylvania Supply on December 11, 1986. 4. F._ummelstown 0 ~arri Aa Tnr~ (~a~. On December 19, 1986, articles of incorporation and a Corporate Registry Information Statement were filed with the Pennsylvania Department of State for Hummelstown Quarries, Inc. The filing was advertised as required by law. b. On December 19, 1986, a meeting of the Board of Directors was held. The Corporation took .the following actions • ___~;,y,___ -- - ., i. Directors were selected: Lisa M. Morgan Barbara McR. Mumma Barbara M. McClure 'i. Officers were selected: Barbara McR. Mumma - President - - - -- - -- Lisa M. _ Morgan __ -..Vice .President - __ - _ n 4.~ ~.. v u __ ^/`1 uta ce...-a* _ ---- - - - - ~ .,, - - - - - -.Richard Lehman - -Assistant T-reasurer- ,~ under which Pennsylvania Supply would be issued 627 shares of Aummelstown Quarries, Inc. 51.00 par value common stock in exchange for real estate. iv. The Roard approved the corporation's election to be an S corporation pursuant to I.R.C. Section 1362. c. An amended Corporate Registry Information Statement was filed on behalf of Eummelstown Quarries, Inc. to show that Robert M. Mumma, II would not be an officer or director of the Corporation. 5. Rim Comp,~y O The Board of Directors met on December 19, 1986 and pursuant to the Plan of Liquidation authorized the execution .of the following instruments: a Master Deed transferring all the real estate owned by the corporation to its shareholders. bO, a Bill of Sale and Assumption Agreement transferring alI of the other property owned by the corporation to its shareholders, subject to the shareholders' assumption of Rim's liabilities. 6. Pennsvlyania Suj~ply Company, HarriSht~rA, a The Board of Directors met on December 19, 1986 and pursuant 2 to the Plan of Liquidation authorized the execution of the following instruments: a. three deeds confirming the transfer of certain real estate to Nine Ninety-DTine, Inc. ------- - - b:- -th-ree-deedstransferri~- - - g real- estate now or formerly used - - -_ - in ctuarrvinca or mining (Hummel at~nt~n A[~maneA~ln anti nrn~ni.~lA~ w ~~ ~, c. a deed granting an easement of a portion of the Carpenter -- r~~r~l ~Y ~~ nul[ullelSLOWn tuarries, Inc., for use in quarrying operations. d. a Master Deed transferring all the other real estate owned by the corporations (including that received in the liquidation of Rim Company) to its shareholders. O a Bill of Sale and Assumption Agreement transferring all of the other property owned by the corporation to its shareholders, subject to the shareholders' assumption of Pennsylvania Supply's liabilities. B. ~PrranQer~entG Am~nq Cn-r~;ne--. . ( 1.} Union 0 ~arri Pc Tn~- ~- 50$ of the stock of Union Quarries, Inc. was held, prior to the liquidations, by Rim Company. All of that stock was distributed in the liquidation to the Estate of Robert M. Mumma subject to the understanding that in the event of a proposed sale by the Estate of less than all of such stock, the other former shareholders of Rim and Pennsylvania Supply will have a right of first refusal. The former shareholders of Rim and Pennsylvania Supply other than the Estate received additional cash in the liquidation in lieu of Union Quarries shares. 3 2. Qther ASSP1'G a. Distribution. All assets formerly owned by Pennsylvania Supply and Rim, other than-the quarry properties and the Union~Quarries, Inc. stock and -- - - _ --- _t e_cas in lieu of IInion Quarries stock (a detailed list of which is __ Pennsylvania Supply in proportion to their share ownership interest in Rim and Pennsv]wania Suooly as ioint ownerG tenants in nnmmnn b. Fictitious Name. On December 19, 1986, the fictitious name "Mumma Realty Associates" was registered with the Pennsylvania Department of State on behalf of The Estate of Robert M. Mumma, Lisa M. Morgan and Barbara McR. Mumma, Executrices, Robert M. Mumma, II, Linda M. Roth, Lisa M. Morgan, individually, Earbara McR. Mumma, individually, and Barbara M. McClure. The Master Deed and Bills of Sale show transfer of title to all assets to the shareholders by use of the name "Mumma Realty Associates." To avoid confusion in connection with the S corporation election, the Estate and individuals will be the shareholders of record on the books of Aummelstown Quarries, Inc. c. Percentage Interests. The ownership interests in property originally owned by Rim: ' Estate of Robert M. Mumma 81.82507$ Robert M. Mumma II 4.24708$ Barbara M. McClure 4.23555$ Linda M . Roth 4.23555$ Lisa M. Morgan 4.23555$ Barbara McR. Mumma 1.22120$ The ownership interests in property originally owned by Pennsylvania Supply: 4 Estate of Robert M. Mumma .98.08612$ Robert M. Mumma II 0.47847$ Barbara M. McClure 0.47847$ Linda M. Roth 0.47847$ Lisa M. Morgan 0.47847$ d. Aareem n monq Tenan a in ['nmmnn ---- - - -- ____ __ Agreement was -reached--among -the former- shareholders -of- - - --- Penns Ivania Supply and Rim as to the mana4ement and disDOSal of the formalized in two Agreements Among Tenants in Common, one relating to - -- property orig~n~ly held by Rim, and one relating to property originally held by Pennsylvania Supply. Copies of the Agreements are attached hereto. ~--- e. Mumma R alty ASSnc-iatPC Tn i. Anew Pennsylvania corporation, Mumma Realty Associates, Inc., was formed to act as manager of the property covered by the Agreements. ii. On December 19, 1986, articles of incorporation and a Corporate Registry Information Statement were filed with the Pennsylvania Department of State for Mumma Realty Associates, Inc. The filing was advertised as required by law. iii. On December 19, 1986, the Board of Directors of Mumma Realty Associates, Inc. met and the following actions were taken. Directors were selected: Barbara McR. Mumma Robert M. Mumma, II Lisa M. Morgan Barbara M. McClure Officers were selected: Barbara McR. Mumma - President 5 Lisa M. Morgan Barbara M. McClure Robert M. Mumma, II Pamela G. Smeltzer Richard Lehman Vice President - Secretary - Treasurer - Assistant Secretary - Assistant Treasurer A subscription agreement was approved and ratified under which Barbara McR. Mumma would be issued 1,000 shares of 51.00 par value common stock. __ - The__Baard_-agp~av~d- theaorporatan-'selection--to be an S corporation -- --- -- --- -- _- - ~ 1~1 r~T-~~~c~`1V11 1.70L• iv. Mumma Realty Associates, Inc. was appointed the -- - ~- - -gr~emerr s = - Qtr -- - - _ -- - - g~ena7tt-s-irr--common: -Mumma-.-__ Realty Associates, Inc. accepted the appointment. W.S.S. /ga cc: Barbara McR. Mumma Lisa M. Morgan Robert M. Mumma, II Barbara M. McClure Linda M. Roth George W. Aadley, Jr. Arthur L. Rlein William E. Zeiter 6 -------------- ~._ -~.._~E __ ~-r ~,.,,~ ,~, _ c.~ _ _ ,~--_---- - - - --- ~ ,. , ,. ~,..,G -- - ~~ __ -_ - _.--. - -- --- - ~~` -' 40 - ~~"1 t~ ~ • ~ _< 3 tr' rev 7 (~~ ..ri.-~-~f wyA~~~--i ~7 ~ ~~? ~ ~ ~ -- - ~^ ~ - --- - - ~ - ~~~ ~''S~a~ --- - -- -- - --- - -.. ---- ~- ._ __ - - ~~ , y~- -- --- - - -- -- - _ Syr' . ~-~-- _~ ..~ ~ -..~, _,,._~ez.._ - - o nn~ ~ c -- - -- y ~..~- .~.._ 5s...- ~ _ }~---~ ±~-~ _. -. ~-=.'~ Pori yb '~ ~ ..J. _ ./..~ s-- -__ __-- ~:_: - ~- -~. -- -~.~ ,~ _ ~~ N •. f a ~w ,,,,.,.,,,~ c ,,.,.~.a,,,,_.- _ ~~a.,~,.r ~.+ .. _. - Low ~.»~~ _ --~:, *., ;:~- - P nn1 s~