Case 4:07-cv RAS Document 60 Filed 02/12/14 Page 1 of 11 PageID #: 176

Transcription

1 Case 4:07-cv RAS Document 60 Filed 02/12/14 Page 1 of 11 PageID #: 176 IN THE UNITED STATES DISTRICT COURT FOR THE EASTERN DISTRICT OF TEXAS SHERMAN DIVISION SECURITIES AND EXCHANGE COMMISSION, vs. Plaintiff, TRAVIS E. CORRELL, individually and doing business as Horizon Establishment; et al. Lead Case Case No.: 4:05-CV-472 RAS Defendants, and BANNER SHIELD, LLC; et al. Defendants Solely for Purposes of Equitable Relief. SECURITIES AND EXCHANGE COMMISSION, vs. Plaintiff, GLOBAL FINANCE & INVESTMENTS, INC.; et al. Defendants, Consolidated Case Case No.:4:07-cv-346 RAS RECEIVER S FINAL REPORT, FINAL ACCOUNTING, NOTICE OF COMPLETION OF EFFORTS TO PURSUE RECOVERIES, AND MOTION TO TERMINATE RECEIVERSHIP (IN LEAD CASE CORRELL) and USASSET & FUNDING CORP.; et al. Defendants Solely for Purposes of Equitable Relief. RECEIVER S FINAL REPORT, FINAL ACCOUNTING, NOTICE OF COMPLETION OF EFFORTS TO PURSUE RECOVERIES, AND MOTION TO TERMINATE RECEIVERSHIP (IN LEAD CASE CORRELL) - 1 -

2 Case 4:07-cv RAS Document 60 Filed 02/12/14 Page 2 of 11 PageID #: 177 RECEIVER S FINAL REPORT, FINAL ACCOUNTING, NOTICE OF COMPLETION OF EFFORTS TO PURSUE RECOVERIES, AND MOTION TO TERMINATE RECEIVERSHIP (IN LEAD CASE CORRELL) S. Gregory Hays ( Receiver ), the Receiver appointed in the above-styled actions, files this Final Report, Final Accounting, Notice of Completion of Efforts to Pursue Recoveries, and Motion to Terminate Receivership (in Lead Case Correll) (the Final Report ) and shows the Court as follows: INTRODUCTION 1. The Securities and Exchange Commission ( SEC ) filed the above-styled civil enforcement action (the Enforcement Action ) on December 7, 2005, and in an Order dated that date (the Receivership Order ) [ECF No. 7], S. Gregory Hays was appointed as Receiver for Travis E. Correll, individually and d/b/a Horizon Establishment, Gregory W. Thompson, Harry Robinson Robbie Gowdey, individually and d/b/a Atlas and Jericho Productions, Dwight J. Johnson, Neulan D. Midkiff, Travis E. Correll & Company, Inc., The Net Worth Group, Inc., TNT Office Supply, Inc., Joshua Tree Group, LLC, and over certain assets of relief Defendants Banner Shield, LLC, Hospitality Management Group, Inc., Creative Wealth Ventures, LLC, and JTA Enterprises (the Receiver Defendants ). 2. After the SEC filed suit against Global Finance & Investments, Inc., et. al. in July 2007, the two cases were consolidated for administrative purposes [Consolidated Case ECF No. 27]; however, the actual receiverships have been administered separately. 3. The receivership in consolidated case Global Finance, Case No.:4:07-cv-346 RAS, was terminated on November 29, 2010 [ECF No. 492]. RECEIVER S FINAL REPORT, FINAL ACCOUNTING, NOTICE OF COMPLETION OF EFFORTS TO PURSUE RECOVERIES, AND MOTION TO TERMINATE RECEIVERSHIP (IN LEAD CASE CORRELL) PAGE - 2 -

3 Case 4:07-cv RAS Document 60 Filed 02/12/14 Page 3 of 11 PageID #: The activities of the Receiver and the professionals who have worked with him (collectively, the Receiver Team ) have been described in various reports and other filings made during the course of this case including the following: The Receiver s First Interim Report filed on April 12, 2007 [ECF No. 27]; The Receiver s Second Interim Report filed on May 30, 2007 [ECF No. 66]; The Receiver s Third Interim Report filed on March 14, 2008 [ECF No. 182]; The Receiver s Motion to Approve Plan for Claims Administration and Distribution of Proceeds filed on April 30, 2009 [ECF No. 267]; Numerous Applications for Authority to Pay Professional Fees and Reimburse Costs filed throughout the course of this case [ECF Nos. 68, 93, 113, 129, 143, 144, 145, 158, 163, 194, 203, 211, 229, 249, 258, 265, 295, 300, 302, 309, 315, 317, 330, 342, 365, 367, 369, 371, 374, 377, and 379]; and Various motions to approve settlements with third-parties [ECF Nos. 134, 159, 220, and 332]. The majority of those reports and filings have been posted to the Receiver s website, and are incorporated into this Motion. Therefore, a detailed description of the history of this receivership will not be set forth here. 5. On October 2, 2008, the Court approved the Receiver s Plan for Claims Administration and Distribution of Proceeds [ECF No. 369] (the Plan ). Section 6.4 of the Plan provides: As soon as reasonably practical after making the final distribution to Claimants, the Receiver shall file a Final Report providing the following information: (a) The activities engaged in or to be undertaken in winding-up of the Receiver Estate; (b) A financial statement for the Receiver Estate indicating RECEIVER S FINAL REPORT, FINAL ACCOUNTING, NOTICE OF COMPLETION OF EFFORTS TO PURSUE RECOVERIES, AND MOTION TO TERMINATE RECEIVERSHIP (IN LEAD CASE CORRELL) PAGE - 3 -

4 Case 4:07-cv RAS Document 60 Filed 02/12/14 Page 4 of 11 PageID #: 179 the receipt and disbursement of money by the Receiver during the course of the receivership; and, (c) The Receiver s proposal regarding the use of any monies or other assets remaining in the Receiver Estate. The Receiver shall provide notice to all Investors of the filing of the Final Report. 6. Subsequently, on January 21, 2010, the SEC and the Receiver filed an Interim Joint Status Report (the Joint Status Report ) [ECF No. 467], in which the Receiver reported on various developments in the Receivership since the approval of the Plan. 7. On March 28, 2011, the Court entered an Order Administratively Closing Case [ECF No. 495] (the Administrative Close Order ), in which it administratively closed this action but granted the Receiver continuing authority to act as receiver. Paragraph 6 of the Administrative Close Order provides: The Receiver shall file a Notice with this Court upon the Receiver s completion of his efforts to pursue the remaining potential sources of additional recoveries, and the case shall be reopened for the final administration of the Receiver Estate, which shall include, among other things, a final accounting by the Receiver of the Receiver Estate and other related matters. 8. Consistent with the terms of the Plan and the Administrative Close Order, the Receiver has completed his efforts to pursue the remaining sources of additional recoveries and, on April , made a final distribution in the amount of $1.04 million to Claimants, bringing the total amount distributed to Claimants to $4.41 million. Accordingly, the Receiver now seeks to terminate the Receivership in Lead Case Correll, Case No.: 4:05-CV-472 RAS. ACTIVITIES ENGAGED IN TO WIND UP THE RECEIVER ESTATE 9. As addressed in Paragraph 4, above, the Receiver has made numerous filings in this case regarding the administration of the Receiver Estate. In the paragraphs below, the RECEIVER S FINAL REPORT, FINAL ACCOUNTING, NOTICE OF COMPLETION OF EFFORTS TO PURSUE RECOVERIES, AND MOTION TO TERMINATE RECEIVERSHIP (IN LEAD CASE CORRELL) PAGE - 4 -

5 Case 4:07-cv RAS Document 60 Filed 02/12/14 Page 5 of 11 PageID #: 180 Receiver provides a high level overview of the activities engaged in by the Receiver Team to wind up the Receiver Estate since the filing of the Joint Status Report. 10. The Receiver Team has continued to update and utilize the funds tracing for the investigation and resolution of all remaining issues, including the determination of the final judgments against Defendants Johnson and Thompson and the calculation of the final distribution to investors and other claimants. 11. The Receiver obtained several recoveries, which brought approximately $1.2 million into the Receiver Estate. The most significant recovery related to a $1,000,000 investment by Travis Correll in Sentinel Funds, Inc. The Receiver filed a claim related to this investment in the Sentinel Funds bankruptcy proceeding and, ultimately, recovered the full $1,000,000 plus $5, in interest. The Receiver subsequently resolved a claim against the recovery by a third-party investigative firm. The Receiver obtained various other recoveries, including (a) proceeds from the sale of a Cadillac Escalade and golf cart, which were obtained in connection with a settlement with Dwight Johnson; (b) the return via settlement of $12,500 in contributions to Gregory Thompson s IRA accounts; (c) the continued collection of royalties from the ownership interest of Gregory Thompson in various oil and gas wells, and the ultimate sale of those interests by auction for $40,000; (d) $1,508 from the liquidation of treasury bonds in the name of Dwight Johnson; and (e) $45,996 from the closing of bank accounts in the name of Dwight Johnson and To Your Health. 12. The Receiver Team has addressed all tax matters related to the Receiver Estate, including the payment of all taxes and the filing of all necessary returns. RECEIVER S FINAL REPORT, FINAL ACCOUNTING, NOTICE OF COMPLETION OF EFFORTS TO PURSUE RECOVERIES, AND MOTION TO TERMINATE RECEIVERSHIP (IN LEAD CASE CORRELL) PAGE - 5 -

6 Case 4:07-cv RAS Document 60 Filed 02/12/14 Page 6 of 11 PageID #: As a result of the efforts of the Receiver and the Receiver Team, the Receiver was able to distribute a total of $4.41 million to investors and other claimants. The last of these funds were distributed in April FINAL ACCOUNTING 14. Attached hereto as Exhibit A is the Receiver s Sources & Uses for Funds Report (the Final Accounting ). 15. The Final Accounting provides information regarding the sources and uses of funds in the Receiver Estate from the date of the Receiver s appointment through February 5, PROPOSAL REGARDING USE OF MONIES REMAINING IN THE RECEIVER ESTATE 16. All non-cash assets of the Receiver Estate have been liquidated and, as of the date of this filing, no cash remains in the Receiver Estate. 17. Because there are no assets remaining in the Receiver Estate, this Final Report does not include a proposal for the use of remaining monies. RECENT ISSUE RELATED TO 2012 SETLEMENT WITH G2, LLC 18. On January 26 and 27, 2014, as the Receiver was preparing to file this Final Report, he received a demand letter from the bankruptcy estate of Capital Options, LLC ( Capital Options ) related to the Receiver s 2012 settlement with G2, LLC, the details of which are set forth Docket Entries 506, 509, 510, & 515. Specifically, Capital Options, which claims to own a 50% membership interest in G2, has demanded that the Receiver pay directly to it $50,000 of the $100,000 settlement that the Receiver Estate previously paid to G2. As addressed below, RECEIVER S FINAL REPORT, FINAL ACCOUNTING, NOTICE OF COMPLETION OF EFFORTS TO PURSUE RECOVERIES, AND MOTION TO TERMINATE RECEIVERSHIP (IN LEAD CASE CORRELL) PAGE - 6 -

7 Case 4:07-cv RAS Document 60 Filed 02/12/14 Page 7 of 11 PageID #: 182 the Receiver believes that Capital Options claims are untimely and improper and that they should not prevent the termination of this receivership. 19. On August 14, 2012, the Receiver filed the Receiver s Motion for Approval of Settlement with G2, LLC [ECF No. 506]. The Receiver provided notice of the settlement to the entities which claimed a membership interest in G2. Specifically, the Receiver provided notice to counsel for Capital Options, Capital Options bankruptcy trustee, and counsel to Capital Options bankruptcy trustees. Capital Options did not object to the settlement and, on September 27, 2012, the Court approved the settlement and authorized the Receiver to pay $100,000 to G2. [ECF No. 515]. Consistent with the settlement and the Court s order, the Receiver paid $100,000 to G2 in October, Capital Options, having had the opportunity in 2012 to object to the Receiver s settlement with G2, cannot now seek recovery of $50,000 of the settlement amount from the Receiver. 20. Moreover, the Receiver Estate s settlement was with G2, not its individual members. To the extent Capital Options has any interest in the proceeds of the Receiver Estate s settlement with G2, that interest arises from Capital Options purported 50% ownership interest in G2, not from any direct interest in the settlement proceeds. Consequently, any claims by Capital Options related to the settlement proceeds must be asserted against G2, not the Receiver Estate. 21. Finally, as addressed herein, all of the assets of the Receiver Estate have been distributed and all receivership activities have been completed. Capital Options untimely and improper demand should not prevent the orderly termination of this receivership. RECEIVER S FINAL REPORT, FINAL ACCOUNTING, NOTICE OF COMPLETION OF EFFORTS TO PURSUE RECOVERIES, AND MOTION TO TERMINATE RECEIVERSHIP (IN LEAD CASE CORRELL) PAGE - 7 -

8 Case 4:07-cv RAS Document 60 Filed 02/12/14 Page 8 of 11 PageID #: 183 TERMINATION OF THE RECEIVERSHIP 22. With the administration of the Receiver Estate and the final distribution complete, it is appropriate to terminate this receivership. 23. Accordingly, the Receiver requests that this Court enter an order: Authorizing the Receiver to destroy the pre-receivership records of the Defendants; Terminating the receivership; Discharging the Receiver of all of his obligations under the Receivership Order, as well as any other duties or obligations incident to his appointment or service as Receiver in this case; Releasing and discharging the Receiver and the Receiver Team from any and all claims and causes of action which might be brought against them for matters arising from their administration of the assets turned over to the Receiver, including, without limitation, any claim concerning or relating to the filing of any local, state, or federal tax returns for the Receiver Estate or any of the Defendants herein and/or the reporting of any income, assets, or tax consequences to any person or entity; and Finally approving all professional fees and expenses paid out of the assets of the Receiver Estate from the date of the Administrative Close Order through the date of the termination of the receivership. Releasing the Receiver and the Receiver Team from any liability to any person or entity for any action taken in good faith in connection with carrying out the procedures set forth in any orders entered in this case or any other actions taken in good faith in connection with the receivership, and providing for payment of defense costs if any such claim is asserted. 24. A proposed order is attached hereto as Exhibit B. 25. Attached as Exhibit C to this Final Report is the Notice of Receiver s Final Report, Final Accounting, Notice of Completion of Efforts to Pursue Recoveries, and Motion to Terminate Receivership (in Lead Case Correll), a copy of which is being mailed to investors and creditors upon the filing of this Motion. RECEIVER S FINAL REPORT, FINAL ACCOUNTING, NOTICE OF COMPLETION OF EFFORTS TO PURSUE RECOVERIES, AND MOTION TO TERMINATE RECEIVERSHIP (IN LEAD CASE CORRELL) PAGE - 8 -

9 Case 4:07-cv RAS Document 60 Filed 02/12/14 Page 9 of 11 PageID #: 184 [Signatures on Following Page] RECEIVER S FINAL REPORT, FINAL ACCOUNTING, NOTICE OF COMPLETION OF EFFORTS TO PURSUE RECOVERIES, AND MOTION TO TERMINATE RECEIVERSHIP (IN LEAD CASE CORRELL) PAGE - 9 -

10 Case 4:07-cv RAS Document 60 Filed 02/12/14 Page 10 of 11 PageID #: 185 Respectfully submitted, this 12 th day of February, /s/ J. David Dantzler, Jr. J. DAVID DANTZLER, JR. Georgia Bar No TROUTMAN SANDERS LLP 600 Peachtree Street, N.E., Suite 5200 Atlanta, GA (404) (404) (facsimile) /s/ Clark B. Will CLARK B. WILL, P.C. Texas State Bar No QUILLING, SELANDER, CUMMISKY & LOWNDS, P.C. Bryan Tower 2001 Bryan Street, Suite 1800 Dallas, Texas (214) (214) (facsimile) Attorneys for S. Gregory Hays, Receiver RECEIVER S FINAL REPORT, FINAL ACCOUNTING, NOTICE OF COMPLETION OF EFFORTS TO PURSUE RECOVERIES, AND MOTION TO TERMINATE RECEIVERSHIP (IN LEAD CASE CORRELL) PAGE

11 Case 4:07-cv RAS Document 60 Filed 02/12/14 Page 11 of 11 PageID #: 186 CERTIFICATE OF SERVICE I do hereby certify that on February 12, 2014, I electronically filed the foregoing document with the Clerk of this Court using the CM/ECF system, which will automatically send notification of such filing to the following: Timothy S. McCole Scott R. Baker I further certify that on February 12, 2014, the foregoing has been served to the following non-cm/ecf participants by depositing a copy in the United States Mail with adequate postage thereon and addressed as follows: William Clark JTA Enterprises 16 Beech Place Denville, NJ James S. Alexander Assistant U.S. Attorney U.S. Department of Justice 600 United States Courthouse 300 South Fourth Street Minneapolis, MN s/ Clark B. Will CLARK B. WILL, P.C. Texas State Bar No CERTIFICATE OF CONFERENCE In accordance with Paragraph 17 of the Order Appointing Receiver, the Receiver consulted with counsel for the Securities and Exchange Commission prior to filing this Motion. The Securities and Exchange Commission does not oppose this Motion. s/ Clark B. Will CLARK B. WILL, P.C. Texas State Bar No , v. 1 RECEIVER S FINAL REPORT, FINAL ACCOUNTING, NOTICE OF COMPLETION OF EFFORTS TO PURSUE RECOVERIES, AND MOTION TO TERMINATE RECEIVERSHIP (IN LEAD CASE CORRELL) PAGE

12 Case 4:07-cv RAS Document 60-1 Filed 02/12/14 Page 1 of 3 PageID #: 187 EXHIBIT "A"

13 Case 4:07-cv RAS Document 60-1 Filed 02/12/14 Page 2 of 3 PageID #: 188 SEC v. Travis E. Correll et al. Receiver's Sources Uses of Funds Report From 12/07/2005 to 2/5/2014 % oftotal Thru 2/5/2014 Receipts Sources of Funds: Recoveries from Frozen Bank Accounts $ 2,484, % Sale of Real ProQerty Property (Net Recovery after mort, closing costs, etc) etc} 313 N. Park Dr. SA, TX-- Offices oftnt 354, % Ancestral Trail, Bulverde, TX 294, % 7580 Hilo Lane, Lake Forest, MN 283, % 1351 Hearthstone Ct, McCall ID 30, % 305 Princess Lane, Sunrise Beach TX 20, % Florida Time Share 14, % New York Time Share 7, % Sale of Personal ProQerty Property (Net of notes/liens) notes/liens} Other Personal Property 99, % 9 Volvos, Jeep Cherokee & Two Escalades 96, % Sale of Business Interests / I Investments (Net recovery to estate} estate) Investment in Sentinel Funds 874, % Investment in Portland Monthly Magazine 800, % Investment in Element Payment Services 555, % Investment in Angelic Entertainment 300, % Investment in Gin-Bug Development 266, % Oil and Gas Interests (Including Royalties) 93, % TNT Operations/Collections (Net) 67, % TNT Office Supply-- Sale of Business and Receivables 45, % Adire Group & Superior Staffing 10, % Settlements I / Third Party Recoveries (Net of offsets) offsets} Stewardship Group LLC 519, % Recovery of Charitable Contribution 488, % Tax Refund (Kerry Sitton) 323, % R.W. Dufresne 251, % Forest Lake Evangelical Lutheran Church 235, % Life Insurance Proceeds (Gowdey) 177, % Randall Carlisle Settlement 132, % Note Collection - Sitton 113, % Earl Martin Settlement 95, % Larry Caldwell Settlement 20, % Hospitality Management Settlement 18, % IRA Accounts - Thompsons 12, % Kent Bush Settlement 7, % Other Receipts ReceiQts 17, % Interest Earned 464, % Total Receipts: 9,574, %

14 Case 4:07-cv RAS Document 60-1 Filed 02/12/14 Page 3 of 3 PageID #: 189 SEC v. Travis E. Correll et al. Receiver's Sources Uses of Funds Report From 12/07/2005 to 2/5/2014 %of Total Thru 2/5/2014 Receipts Uses offunds: Receivership Expenses Asset Preservation Expenses (Insurance, taxes, utilities, etc.) 115, % Taxes 67, % Return of Pending Investments at Filing of Receivership 35, % Data Restoration and Storage 29, % Bank Charges 17, % Misc. Expenses 13, % Copying and Mailing Expenses 5, % Professional Services Quilling, Selander Lownds Winslett Moser 1,792, % Hays Financial Consulting 1,448, % Troutman Sanders 1,019, % S. Gregory Hays, Receiver 259, % Bray & Freeman/Freeman Resource Group 237, % Berger Singerman 76, % Other Professionals 38, % Distributions to Claimants First Distribution 2,720, % Second Distribution 651, % Third Distribution 1,044, % Total Disbursements: 9,574, % Net Funds in Receivership $ %

15 Case 4:07-cv RAS Document 60-2 Filed 02/12/14 Page 1 of 5 PageID #: 190 EXHIBIT "B"

16 Case 4:07-cv RAS Document 60-2 Filed 02/12/14 Page 2 of 5 PageID #: 191 IN THE UNITED STATES DISTRICT COURT FOR THE EASTERN DISTRICT OF TEXAS SHERMAN DIVISION SECURITIES AND EXCHANGE COMMISSION, Plaintiff, Lead Case vs. Case No.: 4:05-CV-472 RAS TRAVIS E. CORRELL, individually and doing business as Horizon Establishment; et al. Defendants, and BANNER SHIELD, LLC; et al. Defendants Solely for Purposes of Equitable Relief. SECURITIES AND EXCHANGE COMMISSION, Plaintiff, vs. GLOBAL FINANCE & INVESTMENTS, INC.; et al. Defendants, and USASSET & FUNDING CORP.; et al. Defendants Solely for Purposes of Equitable Relief. Consolidated Case Case No. :4:07-cv-346 RAS ORDER TERIVIINATING TERMINATING RECEIVERSHIP RECEIVERSIDP AND CLOSING ACTION (IN LEAD CASE CORRELL) PROPOSED ORDER TERMINATING RECEIVERSHIP PAGE 1

17 Case 4:07-cv RAS Document 60-2 Filed 02/12/14 Page 3 of 5 PageID #: 192 S. Gregory Hays, Receiver for Travis E. Correll, individually and d/b/a Horizon Establishment, Gregory W. Thompson, Harry Robinson "Robbie" Gowdey, individually and d/b/a Atlas and Jericho Productions, Dwight J. Johnson, Neulan D. Midkiff, Travis E. Correll & Company, Inc., The Net Worth Group, Inc., TNT Office Supply, Inc., Joshua Tree Group, LLC, and over certain assets of relief Defendants Banner Shield, LLC, Hospitality Management Group, Inc., Creative Wealth Ventures, LLC, and JTA Enterprises (collectively referred to as the "Receiver Defendants"), has filed the Receiver's Final Report, Final Accounting, Notice of completion of Efforts to Pursue Recoveries, and Motion to Terminate Receivership (in Lead Case Correll) (the "Motion"). Notice of the Motion has been provided to investors and other creditors. Having read and considered the Receiver's Motion and other relevant filings in this action, and no written objections having been filed, the Court finds that the Final it is appropriate to terminate this receivership and close this action. Accordingly, the Receiver's Motion is GRANTED and IT IS HEREBY ORDERED that: 1. The Receivership over Defendants Travis E. Correll, individually and d/b/a Horizon Establishment, Gregory W. Thompson, Harry Robinson "Robbie" Gowdey, individually and d/b/a Atlas and Jericho Productions, Dwight J. Johnson, Neulan D. Midkiff, Travis E. Correll & Company, Inc., The Net Worth Group, Inc., TNT Office Supply, Inc., Joshua Tree Group, LLC, and over certain assets of relief Defendants Banner Shield, LLC, Hospitality Management Group, Inc., Creative Wealth Ventures, LLC, and JTA Enterprises (collectively referred to as the "Receiver Estate") is hereby terminated. 2. The Receiver is authorized to destroy all of the Defendants' pre-receivership records that, in his sole and absolute discretion, are not necessary to maintain. The Receiver PROPOSED ORDER TERMINATING RECEIVERSHIP PAGE2 2

18 Case 4:07-cv RAS Document 60-2 Filed 02/12/14 Page 4 of 5 PageID #: 193 shall maintain the records created during the course of this receivership in accordance with his customary document retention and destruction policies. 3. S. Gregory Hays, the Receiver, is and shall be fully relieved and discharged of all of his duties and obligations under the Order Appointing Receiver dated December 7, 2005 [ECF No. 7] (the "Receivership Order"), and any other duties or obligations incident to his service or appointment as Receiver in this case. 4. The Receiver and his attorneys, accountants, and consultants (the "Receiver Team") are and shall be fully released and discharged from any and all claims and causes of action which might be brought against them for matters arising from their administration of the assets turned over to the Receiver, including without limitation any claim: (a) asserted by Capital Options, LLC or any other individual or entity relating to the Receiver's settlement with G2, LLC, which was approved by the Court on September 27, 2012; or (b) concerning or relating to the filing of any local, state, or federal tax returns for the Receiver Estate or any of the Defendants herein and/or the reporting of any income, assets, or tax consequences to any person or entity. 5. Neither the Receiver nor any member of the Receiver Team shall have any liability to any person or entity for any action taken in good faith in connection with carrying out the procedures set forth in this Order or the Receivership Order. In the event that such a claim or cause of action is asserted against the Receiver or any member of the Receiver Team, the Receiver or Receiver Team member shall be entitled to a defense by counsel of his or her choice, payable as any other fee or expense incurred in connection with this receivership, even if willful misconduct is alleged. PROPOSED ORDER TERMINATING RECEIVERSHIP PAGE3 3

19 Case 4:07-cv RAS Document 60-2 Filed 02/12/14 Page 5 of 5 PageID #: 194 6, 6. All professional fees and expenses paid since the Court's entry of the Order Administratively Closing Case [ECF No. 495], which permitted the Receiver to pay professional fees and expenses in the ordinary course out of the assets of the Receiver Estate and without prior Court approval, are approved. 7. This Court shall retain jurisdiction over any and all matters relating to the receivership and the Receiver Estate. To the extent any dispute arises concerning the Receiver's administration of the Receiver Estate or to the extent any person or entity seeks to pursue or assert any claim or action against the Receiver or any member of the Receiver Team arising out of or related to this receivership, the Court shall retain jurisdiction to hear and resolve any such dispute or claim. SIGNED this the day of,, RICHARD A. SCHELL UNITED STATES DISTRICT JUDGE , v. 1 PROPOSED ORDER TERMINATING RECEIVERSHIP PAGE4 4

20 Case 4:07-cv RAS Document 60-3 Filed 02/12/14 Page 1 of 3 PageID #: 195 EXHIBIT "C"

21 Case 4:07-cv RAS Document 60-3 Filed 02/12/14 Page 2 of 3 PageID #: 196 IN THE UNITED STATES DISTRICT COURT FOR THE EASTERN DISTRICT OF TEXAS SHERMAN DIVISION SECURITIES AND EXCHANGE COMMISSION, Plaintiff, vs. TRAVIS E. CORRELL, individually and doing business as Horizon Establishment; et al. Lead Case Case No.: 4:05-CV-472 RAS Defendants, and BANNER SHIELD, LLC; et al. Defendants Solely for Purposes of Equitable Relief. SECURITIES AND EXCHANGE COMMISSION, Plaintiff, Consolidated Case vs. Case No.:4:07-cv-346 RAS GLOBAL FINANCE & INVESTMENTS, INC.; et al. Defendants, and USASSET & FUNDING CORP.; et al. Defendants Solely for Purposes of Equitable Relief. RECEIVER'S NOTICE OF MOTION (IN LEAD CASE) NOTICE OF MOTION PAGE- 11--

22 Case 4:07-cv RAS Document 60-3 Filed 02/12/14 Page 3 of 3 PageID #: 197 NOTICE OF MOTION NOTICE IS HEREBY GIVEN that S. Gregory Hays, the court-appointed Receiver in the above-styled action, filed the following: 1. Receiver's Final Report, Final Accounting, Notice ofcompletion of Efforts to Pursue Recoveries, and Motion to Terminate Receivership, filed, 201_ [Docket No. ]. 1. A copy of the Final Report, along with supporting papers, can be found on the Receiver's website, You may also request a copy by contacting the undersigned counsel for the Receiver. Any person objecting to or opposing the Final Report listed above must file a written objection with the Court no later than,, 2014, with a copy served on counsel for the Receiver: J. David Dantzler, Jr. TROUTMAN SANDERS LLP Bank of America Plaza, Suite Peachtree Street, N.E. Atlanta, GA In the event of any objection, the objecting party may also be required to appear at any hearing on set by the Court on this matter. The Receiver will post any notice of hearing on his website , v. V. 1 NOTICE OF MOTION PAGE