AGO 97030.

CourtNebraska
Nebraska Attorney General Opinions 1997. AGO 97030. DATE: May 21, 1997SUBJECT: Immunity from State Taxation of Ho-Chunk, Inc., a For-Profit Corporation Chartered Under the Winnebago Tribe of Nebraska Business Code and Owned by the Winnebago Tribe of Nebraska.REQUESTED BY: M. Berri Balka State Tax CommissionerWRITTEN BY: Don Stenberg, Attorney General L. Jay Bartel, Assistant Attorney General You have requested our opinion concerning whether a for-profit corporation created and owned by the Winnebago Indian Tribe of Nebraska is immune from taxation by the State of Nebraska based on activities conducted by the corporation both on and off the Winnebago Tribe's Reservation. I. FACTS The corporation, Ho-Chunk, Inc., [the "Corporation" or "Ho- Chunk"], is wholly-owned by the Winnebago Tribe of Nebraska [the "Tribe"]. The Tribe is a federally-recognized Indian tribe organized and operating under a Constitution approved by the Secretary of the Interior pursuant to the Indian Reorganization Act of 1934, 25 U.S.C. § 476. The Tribe's governing body, as provided in its Constitution, is its Tribal Council. The Tribal Council consists of nine members elected by the eligible adult members of the Tribe. The Tribe occupies reservation land in Nebraska and Iowa constituting the Winnebago Indian Reservation [the "Reservation"]. In September 1994, the Tribal Council authorized the creation of Ho-Chunk. Specifically, the Tribal Council: (1) adopted the Winnebago Tribe of Nebraska Business Corporation Code [the "Code"], providing for the incorporation of business corporations under the Tribe's law, including corporations wholly-owned by the Tribe; (2) determined that it was in the best interests of the Tribe to carry out its economic development activities through a corporation wholly-owned by the Tribe; and (3) incorporated Ho-Chunk for this purpose. Ho-Chunk is a resident of and maintains its corporate headquarters on the Reservation. Ho-Chunk has nine shares of outstanding stock owned by the Tribe. Each member of the Tribal Council has the right to one vote on any Ho-Chunk matter presented for a shareholder vote. All beneficial interests or rights in Ho-Chunk other than voting rights are held by and for the Tribe. The Tribal Council has authority to direct that Ho-Chunk distribute all or any portion of its net income to the Tribe at any time. The Board of Directors of Ho-Chunk consists of five members selected by the Tribal Council, including two members required to be current members of the Tribal Council, one other tribal member, and two members experienced in business not required to be members of the Tribe (but who always have been members of the Tribe). The directors, who serve for staggered three-year terms, may be removed by the Tribal Council at any time with or without cause. In the Code and in the Articles of Incorporation of...

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