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HomeMy WebLinkAboutAtlas Match Corporation Resolution RESOLUTION OF THE EULESS INDUSTRIAL DEVELOPMENT AUTHORITY APPROVING AN AMENDMENT TO THE SUPPLEMENTAL LOAN AGREEMENT DATED DECEMBER 1, 1985, BY AND AMONG ATLAS MATCH CORPORATION AND GLENN D. WALKER, JOHN MCLAUGHLIN, AMC INDUSTRIES, INC., AS GUARANTORS AND TEXAS COMMERCE BANK, AS TRUSTEE AND MERCANTILE BANK OF FORT WORTH, AS PURCHASER. WHEREAS, the Euless Industrial Development Authority, as issuer, a Texas non-profit corporation, pursuant to the Development Corporation Act of 1979, Article 5190.6, Vernon's Annotated Texas Civil Statutes, approved and executed a Supplemental Loan Agreement dated December 1, 1985, by and among the above named parties; and WHEREAS, Mercantile Bank of Fort Worth, as purchaser, and Texas Commerce Bank, as Trustee, did approve effective March 14, 1994, an Amendment to the Loan Agreement between said parties adding to the existing Section 6.6 thereof the provision hereinafter stated. NOW, THEREFORE, BE IT RESOLVED BY THE EULESS INDUSTRIAL DEVELOPMENT AUTHORITY, THAT The loan agreement dated December 1, 1985, also contained a negative covenant in ARTICLE VI, SECTION 6.6, prohibiting the payment of dividends. This addendum dated March 7, 1994, and agreed to by all parties will be added to the existing Section 6.6. So long as the company continues to elect to be treated as an S corporation within the meaning of Section 1361(a)(1) of the Internal Revenue Code of 1986, as amended (or any successor provision), the Company may pay cash dividends to its shareholders to allow them to pay, on a timely basis, their estimated and actual Incremental Income Tax Liability resulting from the pass-through of the company's taxable income and other tax items. For these purposes, the Incremental Tax Liability of the shareholders, as a group, shall be determined by using the maximum federal income tax rates applicable to individuals for the year in which the rates applicable to individuals for the year in which the income is includible by the shareholders and the maximum marginal State income tax rate applicable to individuals for the individual shareholder subject to the highest State income tax rate among all of the shareholders for such year. The loan agreement dated December 1, 1985 also contained a negative covenant in ARTICLE VIII, SECTION 8.3, prohibiting the payment of dividends. This addendum dated March 4, 1994 and agreed to by all parties will be added to the existing Section 8.3. i I i So long as the Company continues to elect to be treated as an S corporation within the meaning of Section 1361(a)(1) of the Internal Revenue Code of 1986, as amended (or any successor provision), the Company may pay cash dividends to its shareholders to allow them to pay, on a timely basis, their estimated and actual Incremental Income Tax Liability resulting from the pass-through of the company's taxable income and other tax items. For these purposes, the Incremental Tax Liability of the shareholders, as a group, shall be determined by using the maximum federal income tax rates applicable to individuals for the year in which the income is includible by the shareholders and the maximum marginal State income tax rate applicable to individuals for the individual shareholder subject to the highest State Income tax rate among all of the shareholders for such year. EFFECTIVE the 14th day of March, 1994. 4.c/,2_� Mary fib Saleh, Chairman Bobby Ba r, S,6c7retary 490MLIB Passed and approved by the Euless Industrial Development Authority at a Special Called Meeting on March 22, 1994.