10. The trust must be required to distribute at least annually to the beneficiaries its net income and all net proceeds from the sale of the trust's assets, except that the trust may retain so much of the net proceeds or net income reasonably necessary to maintain the value of its assets or to meet claims and contingent liabilities.
11. The ruling request must contain representations that the trustee will make continuing efforts to dispose of the trust assets, make timely distributions, and not unduly prolong the duration of the trust.

Note that Revenue Procedure 94-45 does not define, as a matter of law, the circumstances under which the liquidating trust will be classified as a trust for federal income tax purposes. However, the liquidating trustee may request an advance ruling on that issue, and the Internal Revenue Service is bound by such advance ruling absent misrepresentation of the facts and circumstances by the liquidating trustee.
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IV. RETENTION OF CLAIMS AND CAUSES OF ACTION AND TRANSFER TO LIQUIDATING TRUST

In order for a liquidating trustee to prosecute claims and causes of action post- confirmation, a plan must reserve those claims and causes of action and identify the party who will act as the estate's representative in pursuing them. Failure to take these steps may jeopardize a liquidating trustee's efforts to enforce claims and prosecute causes of action post- confirmation, thereby, limiting the efficacy of the liquidating trust and potential distributions to the trust beneficiaries.

Under section 1141(a) of the Bankruptcy Code, a debtor and all other parties to a bankruptcy proceeding are bound by the provisions of a confirmed plan. See 11 U.S.C. § 1141 (a). A confirmed plan, therefore, constitutes a final judgment on the merits and is to be given preclusive effect under the doctrine of res judicata. See, e.g., Goldin Assocs., L.L.C. v. Donaldson, Lufkin & Jenrette Securities Corp., 2004 WL 1119652 at *2 (S.D. N.Y. May 20, 2004).