three generations and counting - Burke, Warren, MacKay & Serritella ...

NOVEMBER 2002 BWM&S BULLETINVOLUME 1 • ISSUE 1ESTATE PLANNINGTHREE GENERATIONSAND COUNTINGIn 1958, brothers Bert and Glenn Keats chose to forgosteady paychecks for the potential freedom and fortune ofrunning their own company. They just could not seethemselves working for anybody else. And they still don’t.44 years later, Keats Manufacturing employs nearly 160people with operations in Wheeling, Illinois and El Paso,Texas. With business partners including Delphi auto parts,First Alert smoke detectors, and Chamberlain garage dooropeners, products from the precision parts manufacturer canbe found in millions of American homes.“Bert and Glenn created an atmosphere here that is a bigpart in our success today,” said Wade Keats, KeatsManufacturing president and son of founder Bert Keats.“Keats is a great place to work for our family and for the otherfamilies that call Keats home.” According to Wade, “Backwhen my brother and I considered joining the company, wewere made aware of one very important rule. If we hoped to bean owner of the company someday, we had to go to work. Andwe did.” Wade’s brother Matt Keats is president of KeatsSouthwest located in El Paso.More recent efforts have been focused on keeping thecompany going and growing. The goal was established tokeep the family at the helm, which put pressure onsuccession planning. “We needed to keep assets working forthe company by minimizing succession taxes,” said Wade.“To accomplish our goal, family members worked withContinued on Page 3(L-R) Glenn Keats, Matt Eggemeyer, Wade Keats, and Bert Keats.IN THE DECEMBER ISSUE OF THE BULLETIN■ Your year-end estate planning 'to do' list■ BWM&S pro bono efforts assistWinnetka landmark■ Tax strategies and ideas — what you needto do now■ …and moreBWM&SINSIDE:Auto Dealer Consolidation Still The Exception . . . .2Event Planned . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2Burke Joins Fifth Third Board . . . . . . . . . . . . . . . . .3New Illinois Laws on Child Abuse . . . . . . . . . . . . .3Around The Firm . . . . . . . . . . . . . . . . . . . . . . . . . .4

AUTO DEALER CONSOLIDATION IS STILL THE EXCEPTIONREAL ESTATEAUTO DEALERThe automobile dealer industryhas historically been fragmentedwith most operators owning oneor two dealerships. Despite theintroduction of large interstateauto dealer groups in the lastdecade, the industry continues tobe characterized, as always, by soleproprietors and family ownedbusinesses. According to Bill Kelly,author of the Illinois MotorVehicle Franchise Act, the currentclimate of the industry continuesas one of “fierce competition, fastpacedbusiness planning and highfranchisee turnover rates.”Recently, in separatetransactions, attorneys at BWM&SBill Kelly Doug Wambachassisted a Chicagoland baseddealer sell all seven of hisfranchises to the largest autodealer group in the nation andassisted the nation’s number threeauto dealer group with theacquisition of sixteen dealershipslocated in seven states.In February 2002, Bill Kellyand others at BWM&S providedthe legal expertise to facilitate thesale of client Laurel Motors’ sevenfranchises to AutoNation, thecountry’s largest auto dealergroup. Laurel Motors ownedMercedes, Jaguar and VWdealerships in the Southwestsuburbs of Chicago. As part of thetransaction, BWM&S providedcorporate, real estate and taxservices along with generalstrategic business planning.In March of 2002, DougWambach and others at BWM&Sserviced the real estate needs ofclient Sonic Automotive Inc., apublicly traded auto dealer groupbased in North Carolina, inacquiring all of the Don MasseyCadillac dealerships. The realestate portion of the deal wasstructured as a sale/leaseback witha real estate investment trustpurchasing the real estate used inconnection with the dealershipsand then leasing the propertiesback to Sonic.Please direct questions orcomments to Bill Kelly312/840-7061 or Doug Wambach312/840-7019 or your BWM&Sattorney. BEVENT PLANNED TO ADDRESS CLERGY MISCONDUCTFOR RELIGIOUS NOT-FOR-PROFIT INSTITUTIONSAttorneys at BWM&S have long experience in providingBWM&Sconsultation with respect to occasions of serious personalmisconduct on the part of clergy, religious and other personnel. They wish to share information on developing practices notonly in the legal area, but also with respect to mental health, community relations, public relations, and insurance. To thisend, they are working to pull together a group of experts in these fields to participate in a seminar that will take place inFebruary in Chicago. Additional information will be presented in the next edition of this newsletter. Please direct questionsor comments to Jim Serritella at jserritella@burkelaw.com. B2

BURKE JOINS FIFTH THIRD BOARDBWM&SAs previously reported in Crain’sChicago Business, BWM&S’sRichard W. Burke, was appointedto the board of directors of FifthThird Bank, Chicago. He will alsoserve on the board's executivecommittee.The board, headed by FifthRichard W. Burke Third Bank, Chicago's presidentand CEO Bradlee F. Stamper, nowincludes 10 outside directors who advise the bank onstrategy and policy issues. Burke leads a legal practice thatoffers counsel on various business organization andoperational issues. In the past, he has served as a director ofbanks and a bank holding company. His expertise alsoincludes representing and advising municipalities concerningland use, zoning and development, and financial structuring.An active leader in the community, Burke serves onthe board of the St. Mary of the Lake/MundeleinSeminary and is the past president and remains a directorof Catholic Charities.Fifth Third Bank, Chicago has $8 billion in assets, $7.5billion in deposits and 400,000 customers in NorthernIllinois and Northwest Indiana. It operates four majorbusinesses: Retail, Commercial, Investment Advisors andConsumer Lending through 118 locations. BNEW ILLINOIS LAWS ON CHILD ABUSENON-PROFIT/RELIGION/EDUCATIONThe Abused and Neglected Child Reporting Act wasamended effective August 16, 2002. This amendment addsmembers of the clergy to the list of people who are requiredto report to the Illinois Department of Children and FamilyServices (“DCFS”) whenever they have reasonable cause tobelieve that a child known to them in their professionalcapacity may be sexually abused. Unlike other mandatedreporters, such as teachers and physicians, clergy are onlyobligated to report on sexual abuse, not other kinds ofabuse. Moreover, although they are now required reporters,clergy are not required to “disclose a confession or admissionmade to [them] or in [their] professional character or as aspiritual advisor in the course of the discipline enjoined bythe rules or practices of such religious body or of the religionwhich [they] profess, nor be compelled to divulge anyinformation which has been obtained by [them] in suchprofessional character or as such spiritual advisor.” The newlegislation also extends the statute of limitations forprosecution for failure to report so that a prosecution can occurup to ten years after the child victim attains 18 years of age.Employers should also note that all mandated reporters,including members of the clergy, who have been hired sinceJuly 1, 1986, must sign a statement on a form prescribed byDCFS acknowledging the employee’s reportingresponsibilities.The new legislation also extends the statute oflimitations for prosecution of certain sex crimes until tenyears after the child victim becomes 18 years old. BContinued from Page 1THREE GENERATIONS AND COUNTING(BWM&S’s) Karen MacKay over a period of several years to transform the business and minimize transfer tax consequences.”With a third Keats generation member, Matt Eggemeyer — grandson of Glenn — as VP of operations, and Bert andGlenn still active, three generations of Keats give the company a competitive advantage. To find out more, visit the KeatsManufacturing website (www.keatsmfg.com) or contact Karen MacKay at 312/840-7009. B3

AROUND THE FIRMKimberly A. SmithBWM&S welcomes Kimberly A.Smith as an associate in itslitigation practice.Ms. Smith received her B.A.degree with high distinction fromIndiana University in 1999. As anundergraduate, she worked at theNational Opinion Research Center at the University ofChicago and then followed other family members in thepursuit of law at Indiana University School of Law whereshe recently graduated with a J.D. degree, cum laude.Ms. Smith was a Notes Editor for the Indiana LawJournal as well as co-director of the Inmate LegalAssistance Clinic.Ms Smith has had a journal note published,“Conceivable Sterilization: The Norplant/Depo-ProveraWelfare Condition,” 77 IND. L.J. 389 (2002), and hasrecently finished writing a paper on the Supreme Court’s2002 decision in Atkins v. Virginia to exempt mentallyretarded criminals from the death penalty.According to Ms. Smith, she chose law as herprofession because of her fascination with ourcontinuously evolving society and legal system as well asthe role attorneys play in ensuring litigants have anopportunity to be heard.The 2001 summer associate chose BWM&S because;“The firm offered me hands on experience in complex,interesting cases. The friendly, family-like atmospherehere is also very important to me.” BJoseph E. MeiersJoseph E. Meiers joins BWM&S asan associate in the firm’s real estateand corporate practices. Born andraised in Ann Arbor, Michigan,Mr. Meiers is a 1995 graduatefrom the University of Michiganwith a Bachelor of BusinessAdministration. He worked as a paralegal and a titleabstractor/examiner before beginning his studies at theUniversity of Wisconsin Law School in Madison,Wisconsin where he recently graduated cum laude. Aspart of his clinical course work, Meiers participated in theLegal Assistance to Institutionalized Persons Project andthe Criminal Appeals Project. He also served as VicePresident - Evans on the Moot Court Executive Board.“I chose a career in law because I identified with itsmoral and ethical framework,” said Meiers. Augmentinghis study of law, he has been active with such groups asFamilies Against Mandatory Minimums. He has alsolobbied the Michigan state legislature to “restore judicialintegrity to the sentencing of non-violent drug offenders.”“BWM&S offered me the combination ofprofessionalism, prestige, and environment,” said Meiers.“The firm brings all of the excitement and fun ofpracticing law down to a manageable yet challenging levelin an atmosphere of congeniality and support. The strongretention rate and overall positive attitude of the lawyersat Burke Warren is another reason why I am excited to bepart of this group of professionals.” BThe Bulletin is written by the firm of Burke, Warren, MacKay & Serritella, P.C. to keep clients and friends current on developments in the law and the firm thatmight affect their business or personal lives. This publication is intended as a general discussion and should not be construed as legal advice or legal opinion on anyspecific facts or circumstances. It is meant as general information only. Consult an attorney with any specific questions. This is a promotional publication. © 2001,2002 Editor: Cy H. Griffith, Director of Marketingwww.burkelaw.comB ULLETINBurke, Warren, MacKay & Serritella, P.C.IBM Plaza - 22nd Floor330 N. Wabash AvenueChicago IL 60611-3607