HomeMy WebLinkAboutcoa.lu.su.Robert Kopp
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Filed for record August 4, 1~72' '10:1Cc1ock &,
Reception No. 153087 . Peggy E.
PARTNERSHIP AGREE~mNT
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OF
ROBERT L. KOPP & CO.
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and all other persons who may hereafter, under the terms hereof,
between the undersigned parties on the date indicated, and any
This ~artnership Agreement is made and entered into
become parties hereto. The parties to this agreement, in con-
sideration of the mutual covenants and agreements herein con-
tained, do hereby agree as follows:
1. There is formed a general partnership consisting
of .the undersigned as partners, and such other person or per-
sons as from time to time by consent of a majority of the re-
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maining partners may be admitted to membership hereto.
2. The name of the partnership is ROBERT L. KOPP & CO.
..3. The location of the principal place of business of
.. the partnership shall be. P. O. Box 100, Aspen, Colorado 816.11.
4. The business of the partnership shall be to hold
legal or registered title to stocks, bonds and other securities
. and property, whether real or personal and wherever.situate,
whether in any of the states or in. foreign countries, . and to
endorse, assign, encumber, convey and redeliver SUch property,
assets or securities as nominee or agent (other than as commis-
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sion agent or broker) of the parties who are now, or may here-
after become, parties to this agreement.
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5. The partnership shall 'begin on the date of the exe-
cution hereof and is to continue until terminated by mutual agree-
ment of a majority. of the remaining partners. In the event of
the death, incapacity or withdrawal of any partner, the remaining
partners shall, ipso facto, without any further act, immediately
become a new partnership under.the same partnership name SUcceed-
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~ng to all of 'the rights and property of the ~ormer existing part-
nership and all the terms and provisions of this agreement there-
upon will apply to and govern such new partnership_ In any such
case, all legal title to the partnership property and assets shall
ipso facto, and without further act, vest in the remaining partners.
An amendment to this agreement, signed by partners who purport to
be a majority of the remaining partners, shall be conclusive and
no person or entity need inquire as to their authority to act.
P. The partnership shall not have any capital.
7. The right to sign the firm name to assignments,
deeds, leases, conveyances, stock powers, proxies, ~hecks, sav-
ings withdrawals, affidavits, agreements, dividend and interest
orders, income tax returns, receipts, r~leases, depository agree-
ments, including agreements for rental and access to safety de-
posit boxes, and all other documents which may be convenient or
necessary to the conduct of the partnership business; is vested
in and may be exercised by any members of the partnership acting
alone..
IN WITNESS
WHEREOF, the parties hereto have executed
~ day of ':1...u..')I' , 1972.
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this agreement this
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Robert L. Kopp .. I
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Arne1:ia L . Kopp
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Robert L. Zupa 's
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Stanley _ Kopp
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STATE OF COLORADO
City and County of Denver
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The above
and foregoing
me this f>uJ
PartnerShip Agreement was
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1972, by ROBERT L. KOPP, AP.ELIA L. KOPP, ROBERT L. ZUPANCIS
acknowledged before
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STANLEY A. KOPP.
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WITNESS my hand and official seal.
My commission expires: tj-IO ,.rJ (:,
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Aspen. Colorado
Ap:r'il II, 1975
Mr. John Sta.nford
County Pla~ningOffice
Aspen, Colorad
Dear Sir,
I have a problem concerning the division of land in which I feel
you can assist me.
, The land inguestion is located as shown on the accompanying plat.
I purchased this land in 1958 and had the division made and staked
in 1968 in order to deed one parcel to each of my nqO sons. One rea-
son being is that I was advised to take advantage o,f the gift tax ex-
emption law. I did not deed the plooperty at that time because one of
my sons was not of legal age.
Later I engaged Mr. Richard Kenrledy of Hendrie and Meyer, attorney~
in Denver. to establish a ,revokable livin~trust of all my property, real
and otherwise. The prope~y ~n question was included. This was conwleted
in July 1972. In connection with this trust a partnership agreement was
dra,m. signed and recorded in the Pitkin County Court House. Recording
was necessary because my assets are located in Pitkin County. The agree-
men't is in the name of Rober-t L. Kopp and Co. (a partnership) .i'ly blO
sons are participants in this agreement. ' ,
As stated in this trust and agreemen't all partiCipants have equal
rj,ghts of o,mership in all assets as if they \~ere owners in the'beg-~n_ _ ,
ning.
This trust accompolishes only one thing for me and the participai1ts.
It eliminates probate of my assets in case of dea'th and gives 'the sur-
vivors immediate cash from accounts etc. to Settle accounts payable and
taxes due.
This is the only reason this trust was initiated.
HO\1icver, since 1972 many zoning changes have 'taken place and accord-
ing to several county officials I ani prohibited from deeding this land
to my sons, as my intention was in ~le beginning.
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Since according to the terms of the trust my sons already own this
proper-ty deeding it to 'them should not be prohibited.
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From information I haveofJ'tained this trust \lias not finalized un-
til a month 01' so after the zoning changes became effective. Some per-
sons lIlay think that this 'trus't was set up to circumvent or defraud 'the
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law. I assure you ,his was not
my trust many mon'ths before the
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thE! .", .lSC. l sh ,cd proceedings' i '
zoning changes were contcmpli'rtcc1.'
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I hope the foregoing clearly states my situation and I hope you cun
suggest a solution.
SinCe~"'lY' . .
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Robert L. Kopp .'
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May 2, 1975
Robert L. Kopp
c/o Aspen Middle School
P.O. Box 300
Aspen, Colorado 81611
Dear Mr. Kopp:
I have received comment from the County Attorney regarding your
desire to subdivide or convey ownership of your Woody Creek
property. The County's position is that the conveyence would
consitute subdivision and would not qualify for approval based
on the zoning. I have enclosed a copy of the attorney's memo
to provide you with his full comment.
Sincerely,
John P. Stanford
City/County Planner
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enclosure
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OFFICE .OF
COUNTY ATTORNEY
COUNTY OF PITKIN
P. O. BOX 3707
ASPEN, COLORADO 81611
April 25, 1975
MEMORANDUM
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TO:
Planning Office
Attn: ,Yank Mojo
Nick MCGrathJ~
Robert L. Kopp Subdivision
FROM:
RE:
You have presented to me the issue of Mr. Kopp's
desire to divide 15.3 acres into tracts of roughly 6 1/2,
6 1/2 and two acres. Current zoning in the area is AF-l,
which requires a minimum ten acre lot size. You question
whether the subdivision should be processed either for
approval or by way of exemption, in light of the zoning,
because it apparently is motivated by probate and trust
reasons. It appears to me that the trust and probate
matters are legally irrelevant to the subdivision and
zoning matters, and thus there is no pasis for treating
this division different from any other division.
By deeds dated July 14, 1972, and recorded on
August 4, 1972, Robert L. Kopp and Amelia L. Kopp
conveyed an undivided one-half interest in the property
to Robert L. Kopp and Co., a partnership, and an undivided
one-half interest to Amelia L. Kopp and Co., a partnership.
These conveyances were made after the effective date of
Senate Bill 35 (May 1972) and in all probability violated
the state subdivision law and the local subdivision
regulations at the time they were made.
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Memo to Planning Office
Attn: Yank Mojo
April 25, 1975
Page Two
The fact that one may wish to divide his land
for trust and probate or federal estate tax reasons does
not take one out of the purposes of the subdivision and
zoning laws. The division of 15.3 acres from single
ownership into three parcels, each separately owned
would at some point in the future result in three
separate owners seeking bUilding permits upon the
parcels of 6 1/2, 6 1/2 and two acres, none of which
meets the minimum lot size under present zoning standards.
It thus appears tome that the requested division is
inappropriate for subdivision exemption, although of
Course Mr. Kopp is free to process such an exemption
request if he so desires. I suggest that, since several
of the statements in Mr. Kopp's letter of April 11 to
John Stanford outlining the background are incorrect
legally, Mr. Kopp should communicate with his attorney
with regard to the trust and probate matters before
proceeding further with any subdivision exemption request.
Obviously whether a land owner divides his property
from one parcel into three and conveys it to his sons,
as opposed to strangers, does not change the effect of
the division from a planning standpoint or from the
standpoint of the county's interest as embodied in
the zoning and subdivision law. However, Mr. Kopp's
attorneys may be able to suggest ways of achieving
similar desired ends from an estate planning view
that do not violate our subdivision or zoning laws.
JNM/kd
cc: Hal Clark
The Commissioners
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MEMORANDUM
TO:
FROM:
RE:
DATE:
'k' Mo'''/.
Yank Mojo {vA
Robert L. Kopp
Apri 1 18, 1975
I am forwarding to you a statement from Mr. Robert l. Kopp
and a copy of a parternship agreement of Robert L. Kopp and Company.
The substance of the request is to divide 15.3 acres into three
tracts of 6.64, 6.65 and 2.01 acres respectively. This would be in
derogation to the current county zoning of AF-l. The stated intent
of the trust and subdivision is ~o avoid probate and it's attendant
costs. I find the parcelling of the 2.01 acre tract, and the fact that
the trust is revocable to be contradictory to the stated intent.
.
In view of the legal ramifications of this issue, I would appreciate
it if you could review the materials enclosed and comment on the legal
aspects of the request.
If I can be of any assistance, please don't hesitate to call on me.
I will postpone any Pitco Planning and Zoning Commission consideration
on this matter until you have had a chance to review its merits.
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Aspen, Colorado
APl'H 11, 1975
Mr. John Stanford
County Plaru:ting Offi'ce
Aspen, Colorad
Dear Sir,
I have a problem concerning the division of land in w11ich I fcel
you can assist me.
The lW1d in question is located as shown on the accompanying plat.
I purchased this land in 1958 and had the division made'and staked
in 1968 in order to deed one parcel to each of my n~o sons. One rea~
son being is that I was advised to 'take advantage of the gift 'tax ex-
emption law. I did not deed the prol)erty at that time because one of
my sons was not of legal age.
Later I engaged ~tr. Richard Kermcdy of Hendrie and Meyer, attorneys
in Denver, to establish a revokable living 'trust of all my proper'ty, N,o.l
and oi;:herwise. The property in question was included. This was ccmple'ted
, in July 1972. In connection wi'th this trust a pcn'tnership agreemen'c was
dra,Vll', signed and rccorded in the Pitkin County Court House. Recordi:ng
was necessary because my assets are located in P:l-tkin CO\lll'ty, The agree-
ment is in thcn<:\me of Robel"t L. Kopp and Co. ea partnership). Ny two
sons are participants in th:ls agreement.
As stated in this trust and agreemerJ't all participants have cqual
rights of oM1ership in all assets as if they were owners in 'the begin-
ning.
This trust accompolishes only one thing for me and the partieipili,ts.
It eliminates proba'ce of my assets in ease of de(;'th and gives ,the sur-
vivors immediate cash from accounts etc, to sett:Le accounts payable and
taxes due. '
This is the only reason this h'ust was initiated.
HOIvever, since 1972 many zoning changes have 'taken place and aC'.:,o1:'d-
ing to several county officials I am prohibited from deeding 'this land
to my sons, as my inten'tion ,qas in 'the b(~giIUling.
Sinc,e aecOl'cling to the terms of the trust my sons alreildy own this
propcJ:"ty deeding it to them should no't be prohibit('d'
Fl.'om infol'l!lcrtioll I havl~ obtained'this trus't \ws not finalized un'-
til a lJ1011"th or son:[ter -the zoning changes beeallH' effGc'tive. SOtn.c ]!t!I'-
sons I11:1Y 'think that this t1'\1>1'I: was se't up 'to c:l.l'C1Ullvcn't or defraud 'the
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law. I assure you this was no't the case. I started proceedings on
my trust many months before 'the zoning changes were con'templatcc1.
I hope the foregoing clearly states my situation and I hope you Cl1ll
suggest a solution.
S:i.ncerely~
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Robert L. Kopp
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