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O. Dissolution of Sodbury
On or about March 20, 1991, Sodbury paid dividends of $328
to both Pietermaai and Ronde Klip. The dividends were
transferred to ABN and were credited to Pietermaai's and Ronde
Klip's loan accounts.
On June 21, 1991, ABN-Willemstad released all of its right,
title, and interest in and to the collateral assigned to it under
the February 26, 1990, pledge agreements between ABN, Pietermaai,
and Sodbury and between ABN, Ronde Klip, and Sodbury. Effective
July 26, 1991, ABN exercised its options under the February 26,
1990, option agreements to buy Pietermaai's and Ronde Klip's
holdings in Sodbury.
On July 26, 1991, Sodbury paid ABN $3,065,347, an amount
representing Sodbury's total liabilities and stockholder's equity
of $3,071,347 less $6,000 of capital. On that same date,
Sodbury's loan account with ABN was credited in the amount of
$3,065,347. This amount is reflected as an interim dividend on
Sodbury's financial statement.
On July 29, 1991, Pietermaai and Ronde Klip each repurchased
3,000 shares of Sodbury stock from ABN for $1. On the same date,
an extraordinary meeting of Sodbury's shareholders was held, and
it was resolved to dissolve Sodbury. Curab, N.V., an entity
controlled by ABN Trust, was appointed liquidator.
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