OPINION BY JUDGE MENCER, December 10, 1974:
On December 22, 1972, the Masland Duraleather Company, a Pennsylvania corporation (Masland), and its sole shareholder, Uniroyal, Inc., a New Jersey corporation (Uniroyal), adopted a plan of liquidation and dissolution of Masland. The plan provided that, in complete liquidation, as of the close of business on December 29, 1972, Masland would distribute all its assets, in cash and in kind, to Uniroyal.
Thereafter,...
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