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Case 1:20-bk-12043 Doc 604-1 Filed 02/11/21 Entered 02/11/21 10:48:19 Desc <br /> Exhibit A - Liquidating Trust Agreement Page 13 of 22 <br /> Section 6.5 Standing of Beneficiary. Except as expressly provided in the <br /> Liquidating Trust Agreement, the Plan or the Confirmation Order, a Beneficiary does not have <br /> standing to direct the Liquidating Trustee to do or not to do any act or to institute any action or <br /> proceeding at law or in equity against any party (other than the Liquidating Trustee)upon or with <br /> respect to the Liquidating Trust Assets. <br /> ARTICLE VII <br /> TAXES <br /> Section 7.1 Income Tax Treatment. The Debtors, the Liquidating Trustee and the <br /> Beneficiaries shall treat the Liquidating Trust as a "liquidating trust" within the meaning of <br /> Treasury Regulation § 301.7701-4(d) and any comparable provision of state or local law. For <br /> income tax purposes, the Debtors, the Trustee and the Beneficiaries shall treat the transfer of the <br /> Liquidating Trust Assets by the Debtors to the respective Beneficiaries, followed by the transfer <br /> of such assets by the Beneficiaries to the Liquidating Trust in exchange for their beneficial <br /> interests therein. The Beneficiaries shall be treated for tax purposes as the grantors and deemed <br /> owners of their respective shares of the Liquidating Trust Assets, and shall include in their <br /> taxable incomes their allocable share of each item of the Liquidating Trust's income, gain, <br /> deduction, loss and credit. All items shall be allocated by the Liquidating Trustee to the <br /> Beneficiaries using any reasonable allocation method. <br /> Section 7.2 Valuation of Liquidating Trust Assets. As soon as reasonably <br /> possible after the Effective Date, the Liquidating Trustee shall, in consultation with the <br /> Liquidating Trust Board, determine the fair market value of each Liquidating Trust Asset other <br /> than Cash based on a good faith determination and the advice of any professional retained by the <br /> Liquidating Trustee for such purpose. The Liquidating Trustee shall then, as soon as reasonably <br /> possible after such determination, notify each Beneficiary of the value of such holder's interest <br /> in the Liquidating Trust. The Liquidating Trustee and the Beneficiaries shall use such values <br /> consistently for all federal income tax purposes. <br /> Section 7.3 Disputed Claims Reserve. The Liquidating Trustee may elect to treat <br /> the Disputed Claims Reserve as a discrete trust taxed as a "disputed ownership fund" described <br /> in Treasury Regulation § 1.46813-9, in which event no item of income, gain, deduction, loss or <br /> credit attributable to the Liquidating Trust Assets held in the Disputed Claims Reserve shall be <br /> taxed to a Beneficiary unless and until such Beneficiary receives a distribution from the Disputed <br /> Claims Reserve. <br /> Section 7.4 Tax Returns. The Liquidating Trustee shall timely file all tax returns <br /> required to be filed by the Liquidating Trust on the basis that the Liquidating Trust is a grantor <br /> trust pursuant to Treasury Regulation § 1.671-4(a). If the Liquidating Trustee elects to treat the <br /> Disputed Claims Reserve as a disputed ownership fund, it shall timely file all tax returns required <br /> to be filed by a disputed ownership fund. As soon as reasonably possible after the close of each <br /> calendar year, the Liquidating Trustee shall send each Beneficiary a statement setting forth such <br /> Beneficiary's share of the Liquidating Trust's income, gain, deduction, loss and credit for the <br /> year and shall instruct the holder to report all such items on his, her or its tax return for such year <br /> and pay any tax due with respect thereto. <br /> 13 <br /> 4852-4646-2934.1 <br />