City Investing was a holding company with unites engaged in insurance, manufacturing, housing, real estate and community development.Their holdings included Home Insurance Company, Federal Home Life Insurance Company, Rheem Air Conditioners, World Color Press, General Developemnt Corporation, Guerdon Industries, Motel 6, California Savings and Loan, and more. Due to financial problems they were forced to liquidate the company.Sergio Marchionne Has Seen the Auto Industry’s Future: He’s Not Interested By Sviatoslav Rosov, Ph D, CFA Sergio Marchionne often raises eyebrows.This time, the Fiat Chrysler CEO went a step further than usual by declaring that the latest plan for the company is essentially a one-way bet on cheap gas.What’s more, the industry’s move towards electric vehicles represents a significant challenge to the traditional strategic landscape an automaker faces.An electric vehicle has drastically fewer moving parts than an internal combustion vehicle and is, by design, far more modular, meaning that barriers to new entrants are significantly lower.This is Am Base's second bite at the litigation apple, its first bite having been taken in an action filed in the Delaware Chancery Court, see Am Base Corp. And defendant-appellee Lester Mantell has served as a Trustee of the Trust since its creation, had been a senior City officer before the Am Base spin-off, and served in several officer positions (including Treasurer and Chief Financial Officer) at Am Base from prior to 1985 until December 1996. The relevant detail of this transaction was that City distributed the outstanding shares of Am Base to City's common stockholders.
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On September 25, 1985, pursuant to a Plan of Complete Liquidation and Dissolution approved by stockholders of City on December 12, 1984, City transferred all its remaining assets and liabilities ('Trust Estate') to the Trust to assure compliance with Section 337 of the Internal Revenue Code.
The sole purpose of the Trust is to liquidate the Trust Estate in a manner calculated to conserve and protect the Trust Estate, and to collect and distribute to the beneficiaries the income and proceeds therefrom in as prompt and orderly a fashion as possible after the payment of, or provision for, expenses and liabilities.
In 1985, as part of its dissolution and liquidation, City consummated a transaction pursuant to which it distributed out its assets and liabilities.
While at Am Base, Mantell (a tax attorney) had significant responsibility for Am Base's tax matters. The Assignment of Certain Liabilities From City to Am Base Pursuant to an August 1985 Assignment Agreement, Am Base assumed certain liabilities of City in consideration for City's payment of 8,767,000 and the unwinding of certain debits and credits relating to intercorporate transactions.