HomeMy WebLinkAbout03-12-14 Ivo V. Otto III, Esquire
I.D. No. 27763
�-,,
George B. Faller Jr., Esquire �' .
I.D. No. 49813 �� �,�, ��j
MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER ���^:.. �° ; j A`
MARTSON LAW OFFICES �U ` N `-'
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10 East High Street ��' 3 �_'M' �
Carlisle, PA 17013 = .��"' r' ��=�
(717) 243-3341 � ° ���
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iottonmartsonlaw.com
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Attorneys for Lisa M. Morgan
Co-Executrix and Co-Trustee Under the Will of Robert M. Mumma
IN THE COURT OF COMMON PLEAS
OF CUMBERLAND COUNTY
In re: . ORPHANS' COURT DIVISION
ESTATE OF ROBERT M. MUMMA, .
Deceased. . N0. 21-86-398
MOTION OF LISA M. MORGAN FOR AN ORDER CLARIFYING HER RIGHT
TO VOTE SHARES OF BOBALI CORPORATION STOCK OWNED BY THE
RESIDUARY TRUST UNDER THE WILL OF ROBERT M. MUMMA, SR.
Lisa M. Morgan ("Lisa"), as trustee of the Residuary Trust established pursuant to the
will of her late father, Robert M. Mumma, Sr. ("Mr. Mumma, Sr."), moves this Court as follows
for an order clarifying that she is authorized, as trustee, to vote stock in Bobali Corporation
("Bobali") owned by the Residuary Trust:
1. Bobali is a Pennsylvania corporation whose registered office is located in Dauphin
County.
2. In 2010, Lisa, in her own right, as trustee of the Residuary Trust, and as executrix of
the estate of her late mother, Barbara McK. Mumma ("Mrs. Mumma"), commenced
an action in the Court of Common Pleas of Dauphin County captioned Lisa Morgan
v. Robert M. Mumma, II et al., No. 2010-CV-11490-EQ (the "Dauphin County
Case").
�
3. In her complaint in the Dauphin County Case, Lisa sought declaratory relief as to the
ownership of Bobali, a Mumma family-owned corporation whose ownership had
been disputed by various family members, and appointment of a custodian to preserve
the assets of Bobali in light of the functional unmanageability of the corporation due
to longstanding disputes among its shareholders.
4. Lisa individually, the Residuary Trust, and the estate of Mrs. Mumma all are
shareholders of Bobali.
5. The Defendants in the Dauphin County Case — Robert M. Mumma, II ("Robert II"),
Barbara M. Mumma ("Barbara") and Linda M. Mumma ("Linda") — are the other
shareholders of Bobali.
6. Following a bench trial, the Honorable Bruce F. Bratton, Jr. entered an Order in the
Dauphin County Case on December 31, 2013.
7. In his Order, Judge Bratton stated, inter alia, his finding that the Residuary Trust is
the owner of 1.4044 shares (or 14.044%) of the outstanding stock of Bobali. A copy
of the Order is attached as Exhibit"A".�
8. Judge Bratton's determination is consistent with the Third and Interim Account filed
by Mrs. Mumma and Lisa with respect to the Residuary Trust, which reflects the
ownership of just over 14% of Bobali's stock.2
9. Judge Bratton also ordered:
That counsel for the parties shall, on or before January 31, 2014, submit in writing
the date on which a shareholders meeting was convened, if any, and the business
conducted at such meeting, including the adoption of corporate bylaws, the
election of directors and the appointment of officers to run Bobali. Absent such
' Judge Bratton found that, in addition to the Residuary Trust, the shareholders of Bobali are as follows:
Lisa 2.1489 shares(21.489%)
Robert II 2.1489 shares(21.489%)
Barbara 2.1489 shares(21.489%)
Linda 1.07445 shares(10.7445%)
Estate of Mrs. Mumma 1.07445 shares(10.7445%)
2 Similarly, Judge Bratton's findings regarding both the ownership of Bobali and various assertions by
Robert II and Barbara regarding its history, reflected in a Memorandum decision dated December 31,
2013 (attached as Exhibit "B") are consistent with the findings of Auditor Joseph Buckley on those same
issues in his August 5, 2013, Report to this Court. (See, e.g., Findings of Fact 303-05, 327-34).
notice from counsel, we shall thereafter appoint a custodian or a liquidating
receiver of the Court's choosing by separate Order.
10. A meeting of Bobali's shareholders was held on January 24, 2014. All of the
shareholders except Linda attended personally and/or through counsel.
11. At the meeting, in the election of directors, Lisa, as trustee, voted the Bobali shares
owned by the Residuary Trust.
12. At the meeting, Robert II and Barbara objected to Lisa's voting of the shares owned
by the Residuary Trust on the grounds that they alleged hold "beneficial interests" in
those shares (as remaindermen of the Residuary Trust). Robert II and Barbara
claimed that they were entitled to direct Lisa as to how to vote those Bobali shares
owned by the Residuary Trust in which they claimed to hold "beneficial interests."
13. On January 30, 2014, Barbara filed in the Dauphin County Case a "Motion to
Determine Voting Rights in Certain Shares of Bobali Corporation Stock or, in the
Alternative, to Stay Proceedings to Permit Such Determination by [this Court]." In
that motion (at 9-10), she stated, inter alia, as follows:
Barbara Mumma asks that this Court decide in her favor the question of whether
she has the right to direct the vote of Bobali Corporation shares in which
Barbara Mumma has a beneficial interest but which have not yet been
distributed to her and are being held in the Residuary Trust . . . despite the fact
that according to her father's will, the Trust was expressly directed to terminate
and the assets distributed [sic] on the death of[Mrs.] Mumma. . . .
14. On February 10, 2014, Judge Bratton entered in the Dauphin County Case an order
providing that "further proceedings in this case are hereby STAYED for a period of
thirty (30) days to allow the parties to file in in the Orphans' Court of the Cumberland
County Court of Common Pleas [a] motion/petition to determine the voting rights of
those shares of Bobali Corporation we have previously determined are held by the
Residuary Trust. . . ." Said Order is attached hereto as Exhibit"C."
15. The assertion of that Lisa is required by Mr. Mumma, Sr.'s will immediately to
distribute assets owned by the Residuary Trust or otherwise to conduct herself as
though such distribution had occurred, has been presented by Robert II and Barbara
to, and rejected by, this Court.3
3 Nor is it the first time the argument has been presented to the Dauphin County Court. In an action he
filed in 2011, Robert II sought to persuade Judge Bratton to adopt the interpretation of Mr. Mumma, Sr.'s
16. It is uncertain at this time whether any Bobali stock will be among the assets
ultimately distributed to Barbara or Robert II in respect of their remainder interests in
the Residuary Trust.
17. Most significantly, this Court previously held, in the context of Robert II's motion to
remove Lisa as trustee that Lisa's failure to take the steps Barbara alleges were
required of her did not amount to a breach of her fiduciary duties.
18. The Superior Court agreed with this Court that Lisa's failure to do what Barbara
insists the Will requires her to did not constitute a breach of fiduciary duty by Lisa:
[Mr.] Mumma specifically provided [Lisa], in her role as personal representative
when making an equal distribution among the four sibling beneficiaries, with the
power to decide how "to make distribution of any trust herein created, either in
money or in kind, or partly in money and partly in kind." [Mr.] Mumma further
indicated that the "judgment of the trustees as to what shall constitute an equitable
distribution or apportionment shall be binding and conclusive upon the
beneficiaries hereo£"4
19. Likewise, this Court adopted the recommendation of Auditor Buckley that Lisa be
authorized to proceed with a plan of liquidation of the assets in the Residuary Trust.
As the Court aptly summarized the realities of the situation, "the Superior Court
indicated in the context of a prior challenge to Ms. Morgan's fiduciary conduct, she
was not obliged to attempt the impossible task of an immediate in-kind distribution of
assets among the disputatious remaindermen upon the trusts' terminations."5
20. There remain pending unresolved objections to accounts filed by Lisa and Mrs.
Mumma of their administration of the Residuary Trust, including objections
challenging the ownership of various assets by the Residuary Trust.
Will and the obligations it imposes on Lisa that Barbara posits. Judge Bratton sustained preliminary
objections filed by Lisa and dismissed the case. See Robert M. Mumma, II v. Lisa M. Morgan, No.
2011CV 1452 CV, Order(C.P. Dauphin Sept. 13, 2011).
4 In re Estate of Robert M. Mumma, No. 481 MDA 2011, slip op. at 17 (Pa. Super. Feb. 22, 2012)
(citations omitted). See also 20 Pa.C.S. § 7780.6(a)(31) ("[t]he powers which a trustee may exercise . . .
include the . . . power[] . . . �tJo distribute in cash or in kind or partly in each and allocate particular
assets in proportionate or disproportionate shares") (emphasis supplied).
5 Opinion Pursuant to Pa. R.A.P. 1925 at 11 (Aug. 30, 2013).
EXHIBIT "A"
- . - -- ---� -� ............ . ---------------_...._ . . .._......._... -----�- -.... ._. ... _._.. ...
LISA MORGAN, individually and in her : IN THE COURT OF COMMON PLEAS
Capacity as Executrix of the ESTATE OF : DAUPHIN COLJNTY, PENNSYLVANIA
BARBARA MCKIMMIE 1�'�JMMA and •
Trustee of the RESIDUARY TRUST OF .
ROBERT M. I��IJMMA, SR., �
Plaintiff �
v. �
ROBERT M. MUMMA, II, : NO. 2010-CV-11490-EQ
BARBARA MANN MUMMA, and : �
LINDA MANN MCTMMA ' "' ��`'
, • o � -7;
_. _ _ o Q-�
v �, ��� , .
Defendants , C . ,!
-+o� c.+� o c�'`_
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. � �..
and : �G c� ss �T`;.=
T'�: � �
• � p ...c..
BOBALI CORPORA.TION, • � N
Nominal Defendant : CIVIL ACTION—EQUITY
ORDER
AND NOW, this 31St day of December, 2013, after trial and for the reasons set
forth in the foregoing Memarandum Opinion, it is hereby ORDERED that the current
shareholders of Bobali Corporation, and their respective stock ownership of Bobali
, Corporation's ten(10) issued and outstand.ing shares, are as follows:
Lisa Mor�an: 2.1489
Robert M. Mumma, II: 2.1489
Barbara Mann Mumma: 2.1489
Linda Mann Mumma: 1.07445
Estate of Barbara McKimmie Mumma: 1.07445
i
Residuarv Trust of Robert M. Mumma, Sr.: 1.4044
It is further ORDERED that counsel for the parties shall, on or before January 31,
2014, submit in writing the date on which a shareholders meeting was convened, if any, and the
business conducted at such meeting, including the adoption of corporate bylavvs, the election of
directors and the appointment of officers to run Bobali. Absent such notice from counsel, we
shall thereafter appoint a custodian or a liquidating receiver of the Court's choosing by separate
Order.
BY THE COURT:
� -
Bruce F. Bratton, J.
Distribution:
The Hon. Bruce F. Bratton
Matthew M. Haar, Esq., 2 N. Second Street, 7�'Floor, Harrisburg, PA 171 O1
Richard F. Rinaldo,Esq., One Gateway Center, 16�'Floor,Pittsburgh,PA 15222
Robert B. Eyre,Esq., 27 E. Front St.,Media,PA 19063
Linda M. Mumzna,P.O. Box 30436, Bethesda, MD 20824
flf� -3 � ���
' � he eby certify that t�e fo
t�ue and carrect copy of theor�gina!
flled.
, �rothon .a � �' �CLr�,c,ai
�
ExxISIT ��s��
LISA MORGAN, individually, and in her : IN THE COURT OF COMMON PLEAS
capacity as Executrix of the ESTATE OF : DAUPHIN COUNTY,PENNSYLVANIA
BARBARA MCKIMMIE MUMMA and .
Trustee of the RESIDUARY TRUST OF .
ROBERT M. MUNIlv1A, SR., •
Plaintiff •
v. •
ROBERT M. b�iTMMA, II, : NO. 2010-CV-11490-EQ
a
BARBARA MANN MUMMA, and : ° -�,
LINDA MANN MUMMA, • �
: G � �-r;'C�:
� .... r
Defendants • �;; �' -,°�_�=.;:.
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and : _'c' � p '�'�"
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"� . ..�.
BOBALI CORPOR.ATION, • `` N
Nominal Defendant : CNIL ACTION—EQUITY
MEMORANDUM OPINION
This matter came before the Court on the Complaint of Lisa Morgan(hereinafter,
' "Lisa")1 against her siblings Robert M. Mumma, II (hereinafter"Bob"), Barbara Mann Mumma
' (hereinafter "Babs"), and Linda Mann Mtunma(hereinafter"Linda"), and Bobali Corporation
(hereinafter "Bobali"). Lisa seeks the appointment of a custodian to preserve the assets of Bobali
or, alternatively, seeks the appointment of a liquidating receiver to wind up the affairs of and
dissolve Bobali.
During pre-trial conferences and the like,the parties requested that the Court first
' deterniine the percentage interest of each of the shareholders of Bobali. We held non jury
' Lisa asserts that she is bringing this action individually and as Executrix of the Estate of Barbara McKimmie
� Mumma,and as Trustee of the Residuary Trust of Robert M.Mumma,Sr.
proceedings on February 6-8, 2013, and on May 21-22, 2013. All parties were then invited to
file post-hearing legal memoranda.
From a11 the testimony and other evidence presented,we conclude that Bobali was
and is a Pennsylvania business corporation. In the 1980's, it was owned entirely by a Colorado
corporation, Middle Park, Inc., the shareholders of which included Lisa, Babs,Bob,Linda and
Pennsylvania Supply Company(hereinafter referred to as"Pennsy"), another Mumrna family
business entity. In 1986, Pennsy owned 100,000 shares of Middle Park's issued and outstanding
stock, and Lisa and her siblings each owned 150,000 share� of Middle Park stock. Pennsy was
liquidated in 1986. As a result of that liquidation,the Middle Park stock owned by Pennsy was
distributed to Pennsy's shareholders in accordance with their respective ownership of Pennsy
immediately prior to its liquidation. Thus,Lisa, Linda,Bob and Babs each received an
additiona1478.47 shares of Middle Park, and all other Middle Park stock owned by Pennsy was
distributed to the Estate of Robert M. Mi.uiuna, Sr.,who had passed away on April 12, 1986.
On March 23, 1987, a"downstream merger" of Middle Park and Bobali was
completed with Bobali as the surviving corporation. Bobali's authorized and issued shares were
a total of ten(10) shares.2 According to the testimony of George Hadley, an accountant who had
worked for and with the Mumma fanuly businesses for some tisne,the merger resulted in each of
the Muuuna children's receiving 2.1489 shares of Bobali(representing 21.49 percent
, ownership). The estate of Robert M. Mumma, Sr., acquired the remaining 1.4044 shares of
Z We note that Defendants challenge the validity or legality of the merger of Middle Pazk into Bobali by claiming
that certain corporate procedures were not followed back in 1986 or 1987. We find,however,that the Defendants'
delay in raising such claims unduly prejudices the Plaintiff,particularly where,for nearly twenty-three years,
Defendants have consistently exercised their rights as shazeholders of Bobali by scheduling and attending
i shareholder meetings and,on one occasion,by serving as the President of Bobali which Babs appears to have done
in 1991,without disputing the merger's validity. Thus,we find that Defendants are prohibited and estopped from
doing so now. See generally,Belitskus v. Stratton,830 A.2d 610(Pa.Cmwlth.2003),appeal denied,841 A.2d 533
(Pa.2003).
2
Bobali stock and those shares were later"poured over"into the Residuary Trust established by
the Will of Robert M. Mumma, Sr. Thus, as of the completion of the merger of Middle Park into
Bobali,the shaze register for Bobali would have read:
Bob 2.1489 shares
Lisa 2.1489 shares
Babs 2.1489 shares
Linda 2.1489 shares
Residuary Trust of R.M. Mumma, Sr. 1,4044 shares
TOTAL: 10.00 shares
On or about February 16, 1991, Linda entered into a Stock Purchase Agreement
with her mother,Barbara McKimmie Mumma(hereinafter, "Kim"), under the terms of which
Linda agreed to convey all of her stock in Bobali to Kim for the total purchase price of$600,000,
payable in ten semi-annual installments. To accommodate this transaction,Linda's 2.1489
shares of Bobali were divided into ten share certificates of.21489 shares each. Upon the
payment of each semi-annual installment, one certificate would be assigned by Linda to
Kim. According to the testimony presented during the trial, Kim paid installments totaling
$300,000, but Linda only signed over to Kim two certificates representing .42978 shares of
Bobali stock. Kim then refused to make any additional payments to Linda and Linda transferred
! no fiarther stock certificates to her mother. Interestingly, however,we heard no testimony or
i evidence that Kim or her estate have taken any steps to recover damages for the breach of the
I
3
. .-------. .
Stock Purchase Agreement or to obtain specific performance of that agreement, in whole or in
part.
With respect to those payments and stock transfers which have already occurred
under the Stock Purchase Agreement,Linda testified that she believed she had transferred one-
half of her interest in Bobali to Kim as Kim had previously transferred$300,000 of the original
purchase price to Linda.3 We conclude,therefore,that Kim's estate holds an equitable interest in
one-half of Linda's total Bobali stock,representing 1.07445 shares. To the extent,however,
Lisa, as the Executrix of K.im's estate, seeks specific performance of the remaicung payments and
stock transfers required under the Stock Purchase Agreement,we will not grant such relief where
Kim did not exercise her right to have the Stock Purchase Agreement fully performed prior to
her death, and where it appears that the applicable four-year statute of limitations during which
Kim could have raised a breach of contract claim has run. See,42 Pa.C.S.A. § 5525.
' As for Lisa's claim that Linda had gifted her remaining shares of Bobali to Bob,
Babs, Lisa and Kim by means of written correspondence dated September 15, 2009,we note that
an inter vivos gift cannot be deemed to have been effective in the absence of actual or
I constructive delivery of the gifted property to the intended donees. See, Estate of Parkhurst, 167
, A.2d 476 (Pa. 1961). The evidence does not establish that Linda delivered her remaining Bobali
stock certificates at the time she drafted and sent her letter to her siblings and mother,through
Lisa's counsel, Michael Finio, Esquire. Accordingly,we find that Linda fa.iled to effectively gift
� any shares of Bobali by means of her September 15, 2009 correspondence and,therefore, she
will retain ownership of 1.07445 shares of Bobali stock.
3 At trial,Linda testified that she and Kim had entered into an oral ageement which terminated the Stock Purchase
irional erfo
rmance under the terms thereof. The record,however,is
r an add
Agreement and obviated the need fo y P
devoid of any evidence to support such a claim and therefore we give it little credence.
' 4
;
Turning to Lisa's request for the appointment of a custodian or liquidating
receiver,we note that Bobali has no cash or other liquid assets. It has no on-going operating
' divisions. It does, however, own three parcels of undeveloped real estate which are Dauphin
County Tax Parcel# 63-024-039 on Gibson Boulevard in Ha.rrisburg, PA; Dauphin County Tax
' Parcel# 62-026-036 on Elmerton Avenue,Harrisburg, PA; and Perry County Tax Pazcel#
280,090.00-096.000 located on Ramp Road,Amity Ha11, PA. All of these parcels have been
' scheduled for sale for non-payment of real estate taxes, some on multiple occasions. All of those
;
! scheduled sales,thus far, have been stopped only by last-minute payments,by one or more of the
individual shareholders, of the taxes owed,or have been stayed otherwise.
' We have no doubt at all that Bobali's affairs are at a standstill due to deadlock of
the shareholders which has thwarted any attempt to elect its directors and officers. For example,
Lisa testified that Kim was elected the sole director of Bobali in 1991 and continued as such until
her death in 2010. Linda and Bob, on the other hand,testified that they believed that all of the
' shareholders, i.e., Lisa, Kim,Babs, Bob and Linda,were elected directors of Bobali at a
shareholders meeting which occurred in 1996. Lisa denies that she or Kim attended any such
meeting and,perhaps more significantly,the parties did not present d�cumentation evidencing
� the meeting at trial. Again,in 201 l, following Kim's death, a shareholders meeting was called
� by Babs in an effort to elect a new director; however, no such election occurred due to the on-
;
I going shareholders' disputes.
:
' Similarly,the shareholders have been unable to elect corporate officers or even to
' agree upon the corporate bylaws which govern Bobali. The evidence demonstrates that
shareholder meetings quickly deteriorated into threats of litigation and argument about past
wrongs between one or more of the shareholders,rather than about the future of Bobali. Such
'� 5
',
I
i
discord,we conclude, leaves us little choice but to grant the Complaint's request that we appoint
a custodian pursuant to 15 Pa.C.S.A. § 1767 to continue the business of Bobali, or a liquidating
receiver pursua.nt to 15 Pa.C.S.A. § 1985 to wind up and dissolve Bobali,unless, of course,the
shareholders can expeditiously resolve the deadlock which has plagued this corporation for so
long. See, e.g., In re Self Drive It Corp., 134 A.2d 662 (Pa. 1957) (affirming appointment of
liquidating receiver for corporation because of a dispute between shareholders).
We will, therefore, enter the following Order as to our finding of the ownership of
Bobali's issued and outstanding shares of stock held by each of the parties. We hope that such a
finding will lead to the convening of a meeting of shareholders within the next thirty (30) days
and restoration of the ability of the corporation to do business. If we do not receive written
confirmation from counsel for the parties that a shareholders' meeting has been held,that bylaws
have been adopted,that directors have been elected, and officers chosen to run this corporation
by January 31, 2014,we shall thereafter act upon Lisa's request for the appointrnent of either a
custodian or a liquidating receiver for Bobali.
For the foregoing reasons,we enter the following Order:
6
,_ . . . .. - - --... ................_ _�-------�------......... ---..._. ._ ----�-- ..... ... ... ..... ....--------�- -- �
LISA MORGAN, individually and in her : IN THE COURT OF COMMON PLEAS
Capacity as Executrix of the ESTATE OF : DAUPHIN COLTNTY, PENNSYLVANIA
BARBARA MCKIMMIE MUMMA and .
Trustee of the RESIDUARY TRUST OF .
ROBERT M. I��JNIM.A, SR., .
Plaintiff .
v. •
ROBERT M. 1��IUMMA.,II, : NO. 2010-CV-11490-EQ
BARBARA MANN MLTMMA, and . p
__ ___ LINDA MANN MUMMA, ' ..- ��-`
__ _.. _ � � a��,
A .,`,
Defendants . � �' `'`��
-os W Oc'�'_;
• �a .� ��n.�_
and . �c� � —+°,c`:
y,
. y� � �
BOBALI CORPORATION, . � �
. N
Nominal Defendant : CIVIL ACTION—EQUITY
ORDER
AND NOW, this 31St day of December, 2013, after trial and for the reasons set
forth in the foregoing Memorandum Opinion, it is hereby ORDERED that the current
; shareholders of Bobali Corporation, and their respective stock ownership of Bobali
' Corporation's ten(10) issued and outstanding shares, are as follows:
' Lisa Morgan: 2.1489
Robert M. Mumma, II: 2.1489
Barbaza Mann Mumma: 2.1489
Linda Mann Mumma: 1.07445
Estate of Barbara McKimmie Mumma: 1.07445
Residuarv Trust of Robert M. Mununa, Sr.: 1.4044
;,
It is further ORDERED that counsel for the parties shall, on or before January 31,
2014, submit in writing the date on which a sharehoiders meeting was convened, if any, and the
business conducted at such meeting, including the adoption of corporate bylaws, the election of
d'uectors and the appointment of officers to run Bobali. Absent such notice from counsel, we
shall thereafter appoint a custodian or a liquidating receiver of the Court's choosing by separate
Order.
BY THE COURT:
d
Bruce F. Bratton, J.
Distribution:
The Hon. Bruce F. Bratton
Matthew M. Haar, Esq., 2 N. Second Street, 7`�Floor,Harrisburg, PA 17101
Richard F. Rinaldo,Esq., One Gateway Center, 16`�Floor,Pittsburgh,PA 15222
Robert B. Eyre, Esq., 27 E. Front St.,Media,PA 19063
� Linda M. Mtunma,P.O. B,ox 30436, Bethesda,MD 20824
flf� �3 � ��3
1 hereb ify that tt�e fo
t�ue and correct copy of theo�ginal
�ted.
', �rothon .a �� t�
ry
EXHIBIT "C"
,
LISA MORGAN, individually and in her : IN THE COURT OF COMMON PLEAS
Capacity as Executrix of the ESTATE OF : DAUPHIN COUNTY, PENNSYLVANIA
BARBARA MCKIMMIE MUMMA and .
Trustee of the RESIDUARY TRUST OF .
ROBERT M. MUMMA, SR., .
Plaintiff .
v. ,
, r-.�
�:_.
ROBERT M. MUMMA, II, : NO. 2010-CV-11490-EQ T° �=
BARBARA MANN MUMMA, and . :':' -
LINDA MANN MUMMA, . -'` `"y '-
r,-,: -
Defendants . -;?
and . �. _ -
BOBALI CORPOR.ATION, .
Nominal Defendant : CIVIL ACTION-EQUITY
ORDER
�
AND NOW, this �a day of February, 2014, upon consideration of Defendant
Barbara Mann Mumma's "Motion to Determine Voting Rights in Certain Shares of Bobali
Corporate Stock or, in the alternative, to Stay Proceedings to Permit such Determination by the
Court of Common Pleas of Cumberland County, Orphans' Court Division", further proceedings
in this case are hereby STAYED for a period of thirty (30) days to allow the parties to file in the
Orphans' Court of the Cumberland County Court of Common Pleas the motion/petition to
determine the voting rights of those shares of Bobali Corporation we have previously determined
� are held by the Residuary Trust of Robert M. Mumma, Sr. Proof of filing of such
' motion/petition shall be simultaneously forwarded to the undersigned in order to demonstrate
that the parties continue to make all reasonable efforts to comply with this Court's December 31,
2013 Order.
BY THE COURT:
Bruce F. Bratton, J.
Distribution:
The Hon. Bruce F. Bratton
Matthew M. Haar,Esq., 2 N. Second Street, 7th Floor,`Harrisburg, PA 17101
Richard F. Rinaldo,Esq., One Gateway Center, 16th Floor, Pittsburgh, PA 15222
Robert B. Eyre, Esq., 27 E. Front St., Media, PA 19063
Linda M. Mumma, P.O. Box 30436, Bethesda, MD 20824
Robert M. Mumma, II, Box 58, Bowmansdale, PA 17008
Robert M. Mumma, II, 6880 Southeast Harbor Circle, Stuart, FL 39466
,���' " ��' gy
� �� �' �.�i�'i�
I hereby certify that the foregoing is a
trus and correct copy of the original
flled.
�P.-• �"l�hvar.�v
�rotho t��r
CERTIFICATE OF SERVICE
I, Tricia D. Eckenroad, an authorized agent for Martson Deardorff Williams Otto Gilroy &
Faller,hereby certify that a copy of the foregoing Motion of Lisa M.Morgan for an Order Clarifying
her Right to Vote Shares of Bobali Corporation Stock Owned by the Residuary Trust Under the
Will of Robert M. Mumma, Sr., was served this date by depositing same in the Post Office at
Carlisle, PA, first class mail, postage prepaid, addressed as follows:
Richard F. Rinaldo, Esquire
Williams Coulson Johnson Lloyd Parker & Tedesco, LLC
One Gateway Center, 16"' Floor
Pittsburgh, PA 15222
Ms. Linda M. Mumma
P.O. Box 30436
Bethesda, MD 20824
Anthony L. DeLuca, Esquire
113 Front Street
P.O. Box 358
Boiling Springs, PA 17007
Mr. Robert M. Mumma II
Box F
Grantham, PA 17027
MARTSON LAW OFFICES
By
Tricia D. Ecke oad
Ten East High treet
Carlisle, PA 17013
(717) 243-3341
Date: March 12, 2014
F:\FILES\Clients\5844 Mumma Estate\5844.19 Accounts and Distribution Tmsts\5844.19.cos.wpd