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Resolution #1

A resolution to establish a Sealaska settlement trust for shareholder distributions


Do you have questions about Resolution #1? Please click here to read a detailed Q&A with answers to many questions we’ve received about the Settlement Trust proposal. Don’t see your question answered here? Email us at corpcomm@sealaska.com and we’ll be sure to get back to you with answers.

View the 2021 Proxy Statement language regarding resolution #1. View the Sealaska Alaska Native Settlement Trust Agreement.

The “1991” amendments to the Alaska Native Claims Settlement Act (ANCSA), authorize Alaska Native Corporations to transfer cash and other assets to a settlement trust in order to “promote the health, education and welfare” of shareholders, Natives and descendants, and to “preserve the heritage and culture of Natives.”

At the very end of 2017, as part of broad tax reform legislation, Congress added additional tax benefits to settlement trusts. Now, settlement trusts are an extremely favorable means for a Native Corporation to provide benefits to shareholders, Natives and descendants. Sealaska previously established the Elders’ Settlement Trust for purposes of providing a one-time, $2,000 benefit to original shareholders when they reach the age of 65.

The intent of this resolution is to establish an Alaska Native Settlement Trust under ANCSA for purposes of Shareholder Distributions and other Shareholder Benefits.

The following language will appear on the Sealaska proxy for the 2021 annual meeting of shareholders:

Shareholder Resolution #1:
Shall Sealaska establish an ANCSA Settlement Trust for purposes of Shareholder Distributions and other Shareholder Benefits, effective June 26, 2021?
This resolution will be adopted if approved by a majority vote of the quorum represented at this Annual Meeting of Shareholders, held on June 26, 2021.

The Board of Directors recommends a YES vote.

PROS
  • Shareholder distributions would not be taxed.
  • The tax rate for Sealaska on this type of trust is extremely low; taxed at 10%.
  • Sealaska’s contributions to the trust are tax deductible.
  • Sealaska’s taxes will be reduced significantly by holding assets in the trust.
  • Many ANCSA Corporations have established settlement trusts for shareholder benefits, including Sealaska, which established an Elders’ Settlement Trust for one-time payments to original shareholders when they reach the age of 65.
CONS
  • Requires more management time to oversee a settlement trust.
  • A portion of Sealaska’s assets would be tied up in the trust, which could limit Sealaska’s borrowing capacity or ability to invest those assets elsewhere.
  • The trust is irrevocable and cannot be terminated by the Sealaska Board or the shareholders; it can only be terminated by the trustees in limited circumstances.
  • Shareholders will not be able to directly influence the trust, as the trust will be managed by trustees under a trust agreement.
  • Distributions from the trust would not be based strictly on the number of shares owned, but other factors determined by the trustees. This will reduce the funds available for regular dividends.