We trust that the Congress will appreciate the fairness and equity of our position by enacting the proposed amendment into law. Very respectfully yours, J. EDGAR MONROE, Before me, the undersigned authority, personally came and appeared J. Edgar Monroe, George E. Burgess, and John F. Finke, receivers, Canal Bank & Trust Co., in liquidation, each of whom being duly sworn, deposes and says: That he has read the foregoing petition; that all the allegations and statements contained therein are true and correct. J. EDGAR MONROE, Receivers, Canal Bank & Trust Co., in liquidation. Sworn to and subscribed before me, this 9th day of April 1954. APPENDIX MICHAEL M. IRWIN, AMENDMENT PROPOSED BY CANAL BANK & TRUST Co., IN LIQUIDATION, NEW ORLEANS, LA., TO SECTION 391 OF INTERNAL REVENUE CODE OF 1954 (H. R. 8300, UNION CALENDAR No. 498) Amend section 391. Effective date of subchapter C, by adding subsection (c), so that said section 391, as amended, shall read in its entirety as follows: "SEC. 391. EFFECTIVE DATE OF SUBCHAPTER C. "(a) This subchapter shall be effective with respect to distributions or transfers occurring after March 1, 1954, except that— "(1) Part II of this subchapter shall be effective only with respect to distribution made in pursuance of a plan of partial or complete liquidation adopted after March 1, 1954; and "(2) The tax imposed by section 309 shall be applicable only with respect to amounts distributed after the date of enactment of this Act. "(b) CERTAIN NET OPERATING Loss CarrYOVERS. For purposes of applying the special limitation on net operating loss carryovers in section 382, the beginning of the taxable years specified in subsections (a) (1) and (b) (1) and (2) of such section shall be considered to be the beginning of such taxable years or March 1, 1954, whichever occurs later. "(c) PLAN. For the purpose of subsection (a) (1) a plan shall be considered as having been adopted prior to March 1, 1954, if, in any receivership, liquidation, or similar proceeding, pending in any court of competent jurisdiction, the plan is submitted by the shareholders or their legal representative to the court for approval prior to March 1, 1954, although the decree approving said plan is not rendered until after that date." Between May 30, 1933, and May 1, 1948, Canal Bank & Trust Co. was in process of statutory liquidation by the State banking commissioner of Louisiana. At a stockholders' meeting on May 1, 1948 (recessed to May 10, 1948), the assets of the bank were delivered by the State bank commissioner to the bank's shareholders. Some stockholder litigation ensued, and finally, on November 7, 1949, the Supreme Court of Louisiana appointed the undersigned as receivers for the bank. Under date of May 31, 1950, on the petition of the receivers, the State court signed a judgment ordering a complete liquidation of all of the assets of this bank. On March 26, 1951, the receivers applied to the Commissioner of Internal Revenue, and on May 14, 1951, the Commissioner issued his ruling approving for tax purposes a partial liquidation and tax-free reorganization of the bank. On October 31, 1951, a supplemental application to amend the ruling of May 14, 1951, was filed, which supplemental application was withdrawn on January 14, 1952. After further consultation with the local court, the receivers, on April 14, 1952, filed a new application for a new ruling, which contemplated creation of an oil trust and another plan of reorganization; on September 4, 1952, a supplemental application for ruling was filed with the Commissioner materially modifying the plan previously proposed on April 14, 1952. After many conferences with the Bureau a favorable ruling was issued under date of April 30, 1953, approving the creation of Canal Bank Trust and holding that it would not be taxable as a corporation or as an association. On November 23, 1953, the undersigned receivers presented their final application for a ruling on their plan which called for the creation of an oil trust to be known as Canal Bank Trust, a plan of partial liquidation and tax-free reorganization, which plan was approved by the Commissioner of Internal Revenue under date of January 6, 1954. A copy of this favorable ruling having been received by the receivers in New Orleans, La., on or about January 8, 1954, the undersigned receivers, through their attorney, immediately and without any delay whatsoever worked feverishly on a petition to the local court, which petition was filed on January 11, 1954, 2 days after the receipt of the favorable ruling from the Commissioner. The civil district court for the parish of Orleans, State of Louisiana, New Orleans, La., the local court having jurisdiction over this receivership, fixed February 15, 1954, as the day upon which the hearing would be had and evidence taken on the petition of the receivers recommending wholeheartedly the adoption of this plan. The court allowed a delay from the filing of the petition on January 6, 1954, until February 15, 1954, within which any shareholder or other interested person might file oppositions to the plan. No opposition having been filed by any shareholder or other person, the plan was submitted to the court on February 15, 1954 (which was, of course, before the effective date affixed by sec. 391 (a) (1) of the revenue revision bill (H. R. 8300)). A certified copy of the judgment of the local court dated March 5, 1954, is annexed to the original petition being filed with the Senate Committee on Finance. J. EDGAR MONROE, Receivers, Canal Bank & Trust Co., in Liquidation. JAMES G. SCHILLIN, EXTRACT OF JUDGMENT Civil District Court, Division "E" (Docket 5) No. 283-532 Ruby L. Dowling v. Canal Bank & Trust Co., et al., in re liquidation Canal Bank & Trust Co. JUDGMENT This matter came on for hearing on the petition of the Receivers filed on January 11, 1954, their supplemental petition filed on February 1, 1954, and the rule embodied in said supplemental petition on February 1, 1954. Present: James G. Schillin, Fishman, Reuter, Rosenson & D'Aquin, Warren M. Simon, Attorneys for Receivers. When, after hearing the pleadings, evidence, and argument of counsel, and considering the certificates of the Clerk that the petitions and applications of the Receivers have been placed upon the Receivership Order Book and duly published, for the time and in the manner prescribed by law, and considering further that no oppositions have been filed to said petitions and applications, the Court, for the reasons assigned, being of the opinion that the law and the evidence are in favor of making absolute the rule filed on February 1, 1954, and is in favor of granting the relief prayed for by the Receivers to the extent hereinafter stated: for the reasons this day handed down: (1) IT IS ORDERED, ADJUDGED, AND DECREED that petitioners be and they are hereby authorized, empowered and directed, pursuant to the plan of complete liquidation heretofore inaugurated, to distribute on or after May 3, 1954, to each stockholder of Canal Bank & Trust Company, in Liquidation, owning stock as of record date hereby fixed as April 20, 1954, who holds a Definitive Receipt of The National Bank of Commerce in New Orleans (based on a deposit on or prior to said record date of the stock represented thereby with said The National Bank of Commerce in New Orleans) on the form heretofore authorized by this Court by its order dated January 24, 1950, for stock in Canal Bank & Trust Company, in Liquidation, or to his or her assigns, or to such other owners of stock of Canal Bank & Trust Company, in Liquidation, as of said record date, as may make adequate proof of their respective ownerships of stock on said record date, for each share of stock in Canal Bank & Trust Company, in Liquidation, so owned and so shown to be owned (a) the sum of $2.00 in cash, and (b) one share in Canal Bank Trust, hereinafter referred to, the distribution of said cash and Trust shares to be the fifth distribution pursuant to the plan of complete liquidation. (2) IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that petitioners be and they are hereby authorized, empowered, and directed to enter into a contract with The National Bank of Commerce in New Orleans, which contract will provide (a) that petitioners shall deposit with the said Bank the sum of $808,700.00 in cash, to be held in trust by said Bank in an account styled "Canal Bank & Trust Company, in Liquidation, J. Edgar Monroe, George E. Burgess and John F. Finke, Receivers, The National Bank of Commerce in New Orleans, Trustee, Stockholders Distribution No. 5", which deposit shall be fully secured as a Trust Deposit, (b) that in case of any dispute concerning said security, same shall be settled by the Civil District Court for the Parish of Orleans, (c) that from said deposit, The National Bank of Commerce in New Orleans shall, on or after May 3, 1954, pay to persons proving to be stockholders of record of Canal Bank & Trust Company, in Liquidation, as of April 20, 1954, the sum of $2.00 per share, without interest, for each share of stock in Canal Bank & Trust Company held by said stockholder, respectively, upon compliance with the terms and conditions substantially set forth in the contracts previously authorized by judgments of this Court, and (d) that the compensation of The National Bank of Commerce in New Orleans for services in handling the cash distribution aforesaid shall be $0.35 for each check issued, and $0.15 for each Definitive Certificate stamped showing the aforesaid fifth distribution, said Bank to be reimbursed for all costs expended or incurred in the purchase of supplies, stationery and postage. (3) IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that petitioners be and they are hereby authorized, empowered, and directed to transfer, in accordance with the aforesaid contract to the said The National Bank of Commerce in New Orleans, as Trustee, the sum of $808,700.00 in cash, and to take, or cause to be taken by The National Bank of Commerce in New Orleans, or otherwise, all the action, and to do all of the things contemplated and provided for by said contract; that petitioners are further authorized, empowered and directed to do and perform, or to cause to be done and performed, any and all things, and to take, or cause to be taken, any and all steps, and to sign, execute, acknowledge and deliver, or cause to be signed, executed, acknowledged and delivered, any and all documents, stock certificates, receipts and other papers necessary or appropriate, to completely carry out this judgment, and to make to the stockholders entitled thereto the distribution above referred to. (4) IT IS FURTHER ORDERED, ADJUDGED AND DECREED that petitioners be and they are hereby authorized, empowered, and directed, pursuant to and in accordance with the plan of complete liquidation heretofore inaugurated, to transfer, assign, and convey, in kind, to a Trust with The National Bank of Commerce in New Orleans, as corporate Trustee, and Francis C. Doyle, as individual Trustee, said Trust to be established and operated in accordance with the terms and conditions of the Trust Indenture identified as "Exhibit 1," annexed to and made part of this judgment, those nineteen certain royalty interests belonging to this receivership estate, described as follows, to wit: 1. 1/8th royalties on oil and gas; $1.00 per long ton on sulphur; 1/10th on other minerals out of and from that certain mineral lease from Canal Bank & Trust Company, in Liquidation, Lessor, to Humble Oil & Refining Company, Lessee, dated April 5, 1937, covering 200 acres (owned in fee), more or less, in St. Mary Parish, Louisiana, recorded in Book 5-J, under Entry No. 61819. 2. 1/8th royalties on oil and gas; $1.00 net per long ton on sulphur; 1/10th on other minerals out of and from that certain lease from Canal Bank & Trust Company, in Liquidation, Lessor, to C. B. Pennington, Lessee, dated July 31, 1940, covering 665 acres (owned in fee), more or less, in St. James Parish, Louis 45994-54-pt. 3- -3 iana, recorded in Book 76, folio 398 of the Conveyance Records of said Parish, as modified by agreement between Lessor and Humble Oil & Refining Company, assignee, dated February 10, 1944, recorded in Book 80, folio 451, and amendment between the same parties dated February 26, 1945, recorded in Book 82, folio 496, and as modified by release of 505 acres, more or less, between the aforesaid parties, dated December 26, 1946 and recorded in Book 85, folio 222 of the Conveyance Records of St. James Parish. 3. 1/8th royalties on oil and gas and other minerals, except sulphur; $1.00 net per long ton on sulphur plus payment up to $50,000.00 out of an additional 1/48th on oil, distillate and gas out of and from that certain mineral lease by Canal Bank & Trust Company, in Liquidation, Lessor, to Humble Oil & Refining Company, Lessee, dated July 27, 1945, and covering 400 acres (owned in fee), more or less, in St. James Parish, Louisiana, and recorded in Book 83, folio 178 of the Conveyance Records of said Parish. 4. th royalties on oil from wells producing less than 500 barrels per day and 6th royalties on wells producing 500 barrels or more per day; th on gas; royalty on sulphur and other minerals in an amount equivalent to the highest royalty being paid in the Gulf Coast fields of Louisiana and/or Texas, for sulphur and/or other minerals, as the case may be, at the time of the discovery of sulphur or other minerals, as the case may be, provided that same shall, in no event, exceed 20% on such sulphur and/or other minerals, or the value thereof, and in the case of sulphur, shall in no event be less than $1.00 per ton, said royalty interests arising out of and from that certain mineral lease from Mulvey Irrigation Company, Lessor, to Pure Oil Company, Lessee, dated January 9, 1930, covering an undivided 2 interest in 366.57 acres, more or less, in Vermilion Parish, Louisiana, recorded in Book 98, folio 391 of the Conveyance Records of said Parish, as modified by release of 326.37 acres, more or less, dated January 22, 1938, recorded in Book 137, folio 621 of the Conveyance Records of said Parish. 5. th royalties on oil and gas or other minerals, except sulphur; $1.00 net per long ton on sulphur, out of and from that certain mineral lease from Mulvey Irrigation Company, Lessor, to C. S. Powers, Lessee, dated July 29, 1939, covering an undivided 1⁄2 interest in 326.37 acres, more or less, in Vermilion Parish, Louisiana, recorded in Vol. 142, folio 251 of the Conveyance Records of said Parish, as modified by release of 216.87 acres, more or less, dated October 23, 1947. 6. th royalties on oil, gas and other minerals, except sulphur; $1.00 net per long ton on sulphur out of and from that certain mineral lease from Canal Bank & Trust Company, in Liquidation, et als., Lessors, to Sun Oil Company, Lessee, dated May 11, 1950, covering an undivided 1⁄2 interest in 216.87 acres, more or less, in Vermilion Parish, Louisiana, recorded in Book 216, folio 337 of the Conveyance Records of said Parish, as amended by instrument dated July 16, 1952, recorded under act #111,911 and C. O. B. 237, folio 569 of the Conveyance Records of said Parish, together with the pooling agreement dated October 5, 1952 recorded under original act #112,252 and C. O. B. 241, folio 213 of the Conveyance Records of said Parish. 7. 8th royalties on oil, gas and other minerals, except sulphur; $1.00 net per long ton on sulphur out of and from that certain mineral lease from Canal Bank & Trust Company, in Liquidation, Lessor, to Superior Oil Company, Lessee dated March 6, 1950 covering and effecting an undivided interest of .009375 in 1280 acres, more or less, in Terrebonne Parish, Louisiana, recorded in Book 173, under Entry No. 88912 of the Conveyance Records of said Parish. 8. th royalties on oil, gas and other minerals, except sulphur; $1.00 net per long ton on sulphur out of and from that certain mineral lease from Canal Bank & Trust Company, in Liquidation, Lessor, to the Superior Oil Company, Lessee, dated March 6, 1950, covering an undivided interest of .009375 in 2880 acres, more or less, in Terrebonne Parish, Louisiana, recorded in Book 173, under Entry #88911 of the Conveyance records of said Parish, as modified by act of release dated January 10, 1951, of 1280 acres, more or less. 9. %th royalties on oil, gas and other minerals, except sulphur; $2.00 net per long ton on sulphur, out of and from that certain mineral lease from Canal Bank & Trust Company, in Liquidation, Lessor, to Kermit Wurzlow, Lessee, dated November 20, 1951, covering an undivided .009375 interest in 800 acres, more or less, located in Terrebonne Parish, Louisiana, recorded in Book 187, under Entry No. 109,517 of the Conveyance Records of said Parish. 10. th royalties on oil, gas and other minerals, except sulphur; $2.00 net per long ton on sulphur out of and from that certain mineral lease from Canal Bank & Trust Company, in Liquidation, Lessor, to Union Oil Company of California, Lessee, dated May 9, 1951, covering an undivided .009375 interest in 1258 acres, more or less, located in Terrebonne Parish, Lousiana, recorded in Book 180, under Entry No. 99,809 of the Conveyance Records of said Parish. 11. th royalties on oil, gas and other minerals, except sulphur; $2.00 net per long ton on sulphur, out of and from that certain mineral lease from Canal Bank & Trust Company, in Liquidation, Lessor, to the California Company, Lessee, dated August 20, 1951, covering an undivided interest in 1731 acres, more or less, located in St. Martin Parish, Louisiana, recorded in Book 217, folio 395 of the Conveyance Records of said Parish, less 1698 acres released by act of partial release dated August 13, 1953, recorded under Entry No. 89,253 of the Conveyance Records of said Parish. 12. th royalties on oil, gas and other minerals, except sulphur; $1.00 per long ton on sulphur, out of and from that certain mineral lease from Canal Bank & Trust Company, in Liquidation, Lessor, to the California Company, Lessee, dated March 27, 1950, covering an undivided 1⁄2 interest in 177 acres, more or less, in St. Martin Parish, Louisiana, recorded in Book 210, folio 258 of the Conveyance Records of said Parish. 13. th royalties on oil, gas and other minerals, except sulphur; $1.00 net per long ton on sulphur, out of and from that certain mineral lease from Canal Bank & Trust Company, in Liquidation, Lessor, to A. B. House, Lessee, dated February 27, 1950, covering an undivided 51% of an undivided 1⁄2 interest in 1727 acres, more or less, located in Lafourche Parish, Louisiana, recorded in Book 151, folio 284, under Entry No. 95,309 of the Conveyance Records of said Parish. 14. th royalties on oil, gas and other minerals, except sulphur; $3.00 net per long ton on sulphur out of and from that certain mineral lease from Canal Bank & Trust Company, in Liquidation, Lessor, to M. P. O'Meara and James F. O'Meara, Lessees, dated May 22, 1952, covering an undivided 4th interest in 509 acres, more or less, located in Calcasieu Parish, Louisiana, recorded under Entry No. 539,001, Book 523, folio 585, et seq, of the Conveyance Records of said Parish. 15. th royalties on oil, gas and other minerals, except sulphur; $1.00 net per long ton on sulphur, plus payment up to $150,000.00 out of 128th on oil, gas and distillates, out of and from that certain mineral lease from Canal Bank & Trust Company, in Liquidation, Lessor, to the California Company, Lessee, dated March 22, 1950, covering 5,500 acres, more or less, located in Jefferson Parish, Louisiana, recorded in Book 7, folio 286 of the Conveyance Records of said Parish. 16. th royalties on oil and gas; $1.00 net per long ton on sulphur; 10th on other minerals, out of and from that certain mineral lease from Poitevent & Favre Lumber Company, Lessor, to Earle H. Short, Lessee, dated April 5, 1950 as of March 8, 1950, covering 42,188.20 acres, more or less, in St. Tammany Parish, Louisiana, recorded in Book 194, folio 75 of the Conveyance Records of said Parish. Under which lease Canal Bank & Trust Company, in Liquidation acquired a 500/4000ths undivided interest in said lease under instrument recorded in Book 132, Entry 4, Page 4 of the Conveyance Records of said Parish. 17. th royalties on oil and gas; $1.00 net per long ton on sulphur; oth on other minerals; out of and from that certain mineral lease from Poitevent & Favre Lumber Company, Lessor, to Earle H. Short, Lessee, dated April 5, 1950, as of March 8, 1950, covering 18,177.85 acres, more or less, in St. Tammany Parish, Louisiana, recorded in Book 194, folio 88 of the Conveyance Records of said Parish. Under which lease Canal Bank & Trust Company, in Liquidation acquired a 500/4000ths undivided interest in said lease under instrument recorded in Book 132, Entry 4, Page 4 of the Conveyance Records of said Parish. 18. 6th royalties on oil, gas and other minerals, except sulphur; $3.00 net per long ton on sulphur; out of and from that certain mineral lease from Canal Bank & Trust Company, in Liquidation, Lessor, to John J. Cosner, Lessee, dated October 26, 1953, covering 850 acres, more or less, in St. James Parish, Louisiana, recorded in Book 95, under Entry No. 10,870 of the Conveyance Records of said Parish. 19. th royalties on oil, gas and other minerals, except sulphur; $2.00 net per long ton on sulphur; out of and from that certain mineral lease from Canal Bank & Trust Company, in Liquidation, Lessor, to Union Oil Company of California, dated January 30, 1953, covering an undivided .009375 interest in 1357.37 acres, more or less, located in Terrebonne Parish, Louisiana, recorded in Book 196, under Entry No. 118,958 of the Conveyance Records of said Parish. |