On December 17, 2010 a Exhibit,Appendix was filed involving a dispute between Ross, Jean, Ross, Robert, and Acco Engineered Systems, Inc., Advanced Mechanical, Advance Mechanical Contractors, Inc., Air Systems Mechanical Contractor, A & K Heating Company, Inc., Albay Construction Company, Allen-Simmons Heating & Sheet Metal Company Inc., Allied Fire Protection, Allied Sprinkler Company, Inc., Allsberry Mechanical Corporation, Anderson, Rowe & Buckley, Inc., Associated Insulation Of California, A. Teichert & Son, Inc., Balliet Bros. Construction Corporation, Banner Drywall & Painting Co. Inc., Barnes Construction Co., Bayer Cropscience Inc., Bayer Cropscience, Inc., Successor To Amchem, Bell Products Inc., Beta Mechanical Contractors, L.P., Bragg Investment Company, Inc., Cahill Construction Co., Inc., Cahill Construction Services, Inc., Cahill Contractors, Inc., California Drywall Co., Castro Construction, Inc., C.C. Moore & Co. Engineers, Cincinnati Valve Company, Cjr Plastering, Clausen-Patten, Inc., Clausen-Patten, Inc., A Dissolved Corporation, Climate Air, Inc., Climate Control Co., Inc., Collins Electrical Company, Inc., Commair Mechanical Services, Consolidated Insulation, Inc., Cosco Fire Protection, Inc., Cosco Sprinkler, Critchfield Mechanical, Inc., C & R Plastering, Inc., Csk Auto, Inc., Cupertino Electric, Inc., Delucchi Sheet Metal Works, Dilland Sederberg Plumbing, Does 1-8500, Domco Products Texas Inc., Domco Products Texas, L.P., Donovan Construction, Dorn Refrigeration, Dorn Refrigeration And Air Conditioning, Dpr Construction, Duro Dyne Corporation, D.W. Nicholson Corporation, D. Zelinsky & Sons, Inc., Emil J. Weber Electric Co., Erwin Mechanical Inc., Ex- Fme, Inc. (Fka Fischbach And Moore Electric,, Fairmont Hotel Company, Fluor Corporation, Foley Electric Co., Foley Electric, Inc., Fuller Floors, General Mills, Inc., Giampolini & Co., Graybar Electric Company, Inc., Hanson Permanente Cement, Inc. Formerly Known As, Harold Beasley Plumbing And Heating, Inc., Harry Lee Plumbing & Heating, H & C Investment Associates, Inc., Henry C. Beck Company, Imperial Plastering & Drywall, Insulation Specialties, Inc., James A. Nelson Co., Inc., Johnson Controls, Inc., Jones Plastering Company, Joseph Bruno Sheet Metal Co., Inc., J.T. Thorpe & Son, Inc., J.W. Mcclenahan Company, J.W. Mcclenahan Company, Inc., Kentile Floors, Inc., Laub Sheet Metal Works, Lone Star Industries, Inc., Mack Construction Co., Magee, Robert, Malm Metal Products, Inc., Marine Engineering And Supply Company, Marshco Auto Parts, Inc., Mattock Construction Company, Mcclure Electric, Inc., Metropolitan Life Insurance Company, Michael Brothers, Midstate Mechanical, Inc., Mitchell Bros. Truck Lines, Inc., Monsanto Company, Sued As "Pharmacia Corporation", Oakfabco, Inc., Ortho-Craft, Pacific Fireproofing, Pacific Mechanical Corporation, Parker Insulation Contracting & Supply Co. Inc., Perini Corporation, Pharmacia Corporation, Which Will Do Business In, Pribuss Engineering, Pribuss Engineering, Inc., Raymond Interior Systems-North, Red Top Electric Co. Emeryville, Inc., Robert Magee, Rollie R. French, Inc., Rollins Construction, Rountree Plumbing & Heating Inc., Scott Co. Of California, S F L, Inc., S.J. Amoroso Construction Co., Inc., Slakey Brothers, Inc., Sugden Engineering Co., Swinerton Builders, Temper Insulation, Temporary Plant Cleaners, Inc., Texaco, Inc., The Goodyear Tire & Rubber Company, The W.W. Henry Company, Tuttle And Bailey Corp, Van Mulder Sheetmetal, Van-Mulder Sheet Metal, Inc., Walnut Creek Sheet Metal, Furnace & Air, W.C. Thomason, W.C. Thompson, Webcor Builders, Inc., Westburne Supply, Inc., Willard Electric, Wright Schuchart Harbor, Wright Schuchart Harbor Company, Ross, Jean, Ross, Robert, for civil in the District Court of San Francisco County.
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Co Om ND HU BW DW BRO eee eet NRBRR BRB E BSCE BURA E BHA S BENNETT, SAMUELSEN, PARKWAY, SUITE 360 ALAMEDA 'CA 94501-1084 (S10) 444-7588 JOHN G. COWPERTHWAITE, CSB# 96375 BENNETT, SAMUELSEN, REYNOLDS & ALLARD A Professional Corporation Attorneys at Law 1301 Marina Village Parkway, Suite 300 Alameda, California 94501-1084 Telephone: (510) 444-7688 Facsimile: (510) 444-5849 Attorneys for Defendant SLAKEY BROTHERS, INC. ELECTRONICALLY FILED Superior Court of California, County of San Francisco MAR 22 2013 Clerk of the Court BY: WILLIAM TRUPEK Deputy Clerk IN THE SUPERIOR COURT OF THE STATE OF CALIFORNIA IN AND FOR THE COUNTY OF SAN FRANCISCO ROBERT ROSS and JEAN ROSS, NO. CGC-10-275731 Plaintiffs, EXHIBIT M vs. Date: May 14, 2013 €.C. MOORE & CO., ENGINEERS, et al., Fime: 9:30 a.m. ept.: Defendants. / Trial Date: June 10, 2013Oo ) MINUTES OF A SPECIAL MEETING OF THE BOARD OF DIRECTORS OF SLAKEY BROTHERS A special meeting of the Board of Directors of Slakey Brothers was held, pursuant to the foregoing announcement of said meeting, at 1400 North C.Street, Sacramento, California on Thursday, December 28, 1972 at 10:00 a.m.. Fresent at the meeting were the following persons, constituting all the directors of Slakey Brothers: George Biaggi Al Silva Robert Slakey Jake Buttacavoli Noel Slakey The chairman of the Board of Directors, George Biaggi, acted as chairman of the meeting. The chairman announced that the first order of business was. to consider and vote upon adoption of an agreement of consolidation of this corporation with eight other corporations. At the chairman's request, the proposed consolidation agreement was explained by the Secretary. After full discussion, upon motions duly made and seconded, the following resolutions were adopted unanimously: WHEREAS, there has been submitted to and considered by the Board of Directors of this corporation an Agreement of Consalidation providing for the consolidation of this corporation with Slakey Brothers Sacramento, Ine., Slakey-Delta, Ine. formerly Slakey Brothers Modesto, Inc., Slakey Brothers Redding, Inc., Slakey Brothers Chico, Ine., Slakey Brothers Tahoe, Ine., Slakey Brothers Yuba, Ine., Slakey Brothers Stockton, Ine., and Delta Pipe and Supply Co., all of which are California corporations; ° WHEREAS, thie Board of Directors deems it to be in the best interests of the corporation and its shareholders that’ this corporation enter into said consolidation; NOW, THEREFORE, BE IT RESOLVED, that the consolidatton of this corporation with the above-named corporations and the terms and conditions thereof as set forth in the aforesaid Agreement of Consolidation, as well as the manner and basts of converting shares of outstanding stock set forth in said Agreement, be and they hereby are approved; : ~1-RESOLVED F 2h, that the President or ant 2 President and the Se--etary or any Assistant Secretar, of this corporation be and they hereby are authorized and directed by and on behatf of this corporation and in ite name to execute and deliver said Agreement of Consolidation in the form in which the same was presented to and considered by this Board, but with such insubstan- tial changes therein as the officers executing the same shall deem appropriate, as conclusively evidenced by their execution thereof; and. RESOLVED FURTHER, that the Preeident or any Vice President and the Seoeretary or any Assistant Secretary of this corporation ave, and each of them with full authority to aet without the others is, hereby authorized and directed by and on behalf of thts corporation and in its name to execute, deliver or file any certificate, application for permit, or other document necessary or appropriate for the purpose of effectuating satd consolidation. The chairman of the meeting announced that the next order of business was to consider and arrive at fees to be paid Roger Slakey for his service during 1973. Discussion brought out that Roger Slakey had been paid fees of $4,225 per year since his retirement from regular responsibility, as token recognition of his continuing contributions to this corporation. Discussion also revealed that increased demand upon Roger Slakey's advisory services was expected in connection with the consolidation approved earlier at this meeting. Upon motion duly made and seconded, the following resolution was adopted unanimously: RESOLVED, that the Secretary of this corporation is hereby authorized and directed to pay to Roger Slakey (Sr.), during January, 1973, a fee of $5,000 for advisory services. There being no further business to come before the meeting, the same was adjourned at 11:15 a.m.. [ LS ~ Secretary 2