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IN THE CIRCUIT COURT OF PULASKI COUNTY, ARKANSAS
NINTH DIVISION , ,..
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CHARLES R. MAPLES on behalf of
Himself and all taxpayers similarly situated
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VS. NO. CV 04-3685 .*A'
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RICHARD WEISS, ,,'
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DIRECTOR OF ARKANSAS DEPARTMENT
ASST
OF FINANCE AND ADMINISTRATION DEFENDANT
ORDER GRANTING PLAINTIFFS'
MOTION FOR SWMMARY JUDGMENT AND DENYING
DEFENDANT'S MOTION FOR SUMMARY JUDGlVIENT
On April 3, 2006 came on for hearing the Plaintiffs' Motion for Summary
Judgment and the Defendant's Cross Motion for Summary Judgment. The
Plaintiffs' appeared by and through class counsel, Nichols & Campbell, P.A., Mark
W. Nichols and H. Gregory Campbell, and the Defendant, appeared by and
through its counsel, William Keadle, and fiom the oral arguments of counsel, the
pleadings, and the evidence the Court finds:
FINDINGS OF FACT
1. Plaintiffs contributed money previously taxed by the State of
Arkansas (quot;After-Tax Contributionsquot;) into a public or private employment-related
retirement system, plan or program (quot;Retirement Planquot;) and received annuity
income fiom the Retirement Plan in tax years 2003 and 2004. For tax years 2003
Add. 154

2. .I ~ i ~ i , q i o nYear 2006
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and 2004, Arkansas law provided that the taxation of annuity income received
through an employment-related retirement plan would be subject to the retirement
income provision of Ark. Code Ann. $ 26-5 1-307. Subsection (c) of Ark. Code
Ann. $ 26-51-307 was ruled unconstitutional by the Arkansas Supreme Court in
Weiss v. McFadden, 353 Ark. 868, 120 S.W.3d 545 (2003) (quot;McFadden Iquot;). In
McFadden I, the court held that the return of after-tax contributions constitutes
return of capital rather than income. In response to .the Supreme Court's decision
in McFadden I, the Department of Finance and Administration enacted Emergency
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During the 2005
income Tax Rule 2003-4 for tax years beginning 2003.
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legislative session, -theGeneral Assembly passed Act 189 of 2005, which amended
- Ark. Code Ann. $ 26-5 1-307. Emergency Income Tax Rule 2003-4 was used by
the Department of Finance and Administration to determine Plaintiffs' tax
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liabilities for the tax years 2003 and 2004, rather than Ark. Code Ann. $ 26-5 1-
307.
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2. The Plaintiffs have challenged Emergency Income Tax Rule 2003-4.
The Emergency Rule provides that the annuity income from employment-related
retirement plans is to be taxed in accordance with the Internal Revenue Code 5 72.
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The Plaintiffs argue that the Emergency Rule directly contradicts Ark. Code Ann.
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$ 26-5 1-404(b)(24) which provides that annuity income from employment-related
retirement plans is not to be taxed in accordance with Internal Revenue Code 5 72.
Add. 155
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3. In McFadden I, the Arkansas Supreme Court held that Ark. Code
5
Ann. 26-5 1-307(c) unconstitutionally imposed an ad valorem tax on taxpayers'
property in violation of Amendment 47. It did not hold all of Ark. Code Ann. $26- -
5 1-307 unconstitutional, just a portion of it.
Throughout tax years 2003 and 2004, Ark. Code Ann. $ 26-51-
4.
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404(b)(24) was the operable provision in the Arkansas tax code to determine the
taxation of monies received from employment-related retirement plans.
During 2003 and 2004, Ark. Code Ann. 5 26-5 1-404(b)(24) provided:
(24)(A) Sections 72(a), (b), and (c) of the Internal
Revenue Code of 1986, as in effect on January 1, 2001,
relating to the exclusion from gross income of certain
proceeds received under non employment-related life
insurance, endowment, and annuity contracts, is hereby
adopted for the purpose of computing Arkansas income
tax liability.
(B) Annuity income received through an employment-
related retirement plan shall not be subject to the
provision.^ of $26-51-404(b). The income shall instead
be subject to the retirement income provisions of $26-5 1-
307.
Ark. Code Ann. $ 26-5 1-404(b)(24).
Subsection (B) specifically provides that Section 72 of the Internal
5.
Revenue Code does not apply to annuity income received through an employment-
related retirement plan.
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4. Division:9 Year 2006
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6. The Department of Finance and Administration promulgated .
Emergency Income Tax Rule 2003-4. The Emergency Rule restricted taxpayers'
ability to deduct or recover their cost of contribution when computing the annuity
income fiom employment-related retirement plans by reference to IRC $72.
Paragraph 2 of the Emergency Rule provides as follows:
The deduction allowed for Arkansas state income tax
purposes for cost of contribution for each tax year shall
be the same amount as allowed as a deduction for cost of
contribution for federal income tax purposes for the same
tax year pursuant to Internal Revenue Code Section 72 as
in effect on July 0 1,2003.
7. The Department of Finance and Administration argues that the
Emergency Income Tax Rule 2003-4 was properly promulgated under Arkansas
law and its requirement that Internal Revenue Code $72 to be used for tax years
2003 and 2004 is legal and proper.
LEGAL STANDARD
Summary judgment is proper where the moving party demonstrates there is
no genuine issue of material fact and that the moving party is entitled to judgment
as a matter of law. Dickson v. Delh Seed Co., 26 Ark. App. 83, 760 S.W.2d 382
(1988); Celotex Corp. v. Catlett, 477 U.S. 3 17,322 (1986).
CONCLUSIONS OF LAW
1. This Court finds that Paragraph 2 of the Emergency Rule is directly
contrary to the unambiguous language o f Ark. Code Ann. $ 26-5 1-404Pg24)
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5. Division:9 Year 2006-
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because it redirects the taxpayer to Section 72. Subsection (B) of Ark. Code Ann.
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$ 26-5 1-404@)(24) provides that annuity income received through an employment- -- -
related retirement plan is not to be subjected to IRS $72. -
2. The legislative directive forecloses the Arkansas Department of
Finance and Adrmnistration's ability to issue regulations which contradict statutes.
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It is black letter law that an adrmnistrative regulation cannot be contrary to a
statute. See, e.g., Arkansas Dept. of Human Services v. Huff, 347 Ark. 553, 65
S.W.2d 880 (2002); Yamaha Motor Corp. v. Richard's Honda Yamaha, 344 Ark. -
44,38 S.W.3d 356 (2001); and Ford v. Keith, 338 Ark. 487, 996 S.W.2d (1999).
3. Since the Emergency Rule so clearly and directly contradicts the
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unambiguous terms of Ark. Code Ann. $ 26-51-404@)(24)(B), it violates the
Separation of Powers Doctrine. Plaintiffs are entitled to summary judgment as a --
matter of law as Emergency Income Tax Rule 2003-4 is unconstitutional and any /
tax monies collected pursuant to the implementation of the Emergency Rule
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beginning in tax year 2003 shall be refunded to the taxpayers.
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ORDER
1. This is an illegal exaction lawsuit filed pursuant to Article 16, $ 13 of the -
Arkansas Constitution and is thus a class action as a matter of law. Carson v.
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Weiss, 333 Ark. 561, 972 S.W.2d 933 (1998). The Class is defined as all persons
who filed a tax return with the state of Arkansas for tax years 2003 and 2004, and
Add. 158 -

6. 0 162
who reported income from an employrnent-related retirement plan in which they
made after-tax contributions. This class includes all federal retirees who
participated in the Civil Service Retirement System or Federal Employees
Retirement System and all other persons reporting income to .the state from an
employment-related retirement plan in which they made after-tax contributions.
These persons are members of the class and eligible for an adjustment of their
respective tax liability.
2. All class members are entitled to a refund, plus interest of 10% from the
due date of the tax return, or the date the return was filed, whichever is later,
calculated according to the procedures set forth herein.
3. Since the Defendant maintains income tax records of the taxpayers who
are members of the class fiom the McFadden lawsuit, and can also obtain tax
information on class members fiom the United States Office of Personnel
Management and other sources, the Department of Finance and Administration is
ordered to refund all illegally exacted taxes by recalculating individual taxpayers'
respective tax liabilities for tax years 2003 and 2004, pursuant to the procedures
herein. However, Defendant is only required to calculate and issue refunds to
those qualifying class members for whom .the information reasonably necessary to
calculate said refund has been provided, either by the appropriate retirement
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7. Division:9 Year 2006
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system or program, or through the properly completed and submitted refund claim
form referenced in Paragraphs 7 and 8 of this Order.
4. Calculation of the Amount of Refund. -
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The Revenue Division shall calculate the amount of r e h n d for each---
(a) --
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class member for tax years 2003 and 2004 by:
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Determining the corrected taxable income which equals: taxable
(i)
income per return for tax years 2003 and 2004 less the unrecouped after-tax -
contribution up to the amount of line 18 andlor 19 (depending on taw year) net -
retirement income;
Calculating the amount of tax based upon the corrected taxable
(ii)
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income, determined in (i) above;
(iii) Subtracting the amount of tax calculated in (ii) above from the amount -
of tax shown on the tax return as filed. -
The total cumulative adjustment in calculating a taxpayer's refund is
(iv)
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limited to the total unrecouped after-tax contribution made to the taxpayer's
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retirement plan.
(v) Example:
ORIGINAL RETURN:
Total Retirement Income
Exemption
Net Retirement Income (shown on line 18 or 19)
Other Income

8. Taxable Income
Tax Per Return
Personal Credits
Tax
(0 CORRECTED TAXABLE INCOME:
Taxable Income Per Return $19,000
Less: Unrecouped After-Tax Contribution (up to amount of
Net retirement income as shown on Line 18 and/or 19)<$14,000 >
Corrected Taxable Income $5,000
(ii) Tax
Personal Credits
Corrected Tax
(iii) Tax Per Return
Corrected Tax
Refund of Tax
A taxpayer's wuecouped after-tax contribution is equal to the total
(b)
after-tax contribution made by the taxpayer reduced by the amount of contributions
recovered by the taxpayer pursuant to McFadden as well as amounts recovered
after 2002 pursuant to Emergency Rule 2003-4. To the extent applicable, the
amount of contribution deemed recovered due to the application of .the voluntary
payment doctrine for tax years prior to 1999 shall be determined using Internal
Revenue Code Section 72.
No adjustment shall be made to itemized deductions as a result of the
(c)
change in the class member's adjusted gross income. The same filing status
(single, married filing jointly, head of household, married filing separatg&&pgfme

9. 016h
return, or married filing separately on different returns) shall be used by the
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Revenue Division in calculating the amount of refund due.
The Revenue Division shall make appropriate adjustments to loss -
(d)
carryforwards created or increased by .the adjustments made to taxable income
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pursuant herein and calculate the resulting refbnd(s), if any.
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The Revenue Division shall pay interest on all refunds at the rate of
(e)
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10% per annum. Interest shall be calculated on the tax to be refunded at 10%
simple annual interest from the due date of each tax return through the dates -
warrants are mailed to the class members by the Revenue Division.
These methods for calculating the amount of tax and interest shall be
(f)
binding on the parties notwithstanding any previous claims for refund filed and
notwithstanding any other method of calculation.
5. The best interests of justice will be served by ordering the Defendant to
mail refimds and a Notice of Calculation directly to those affected taxpayers for
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whom sufficient electronic inforrnation has been provided at their last known
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address, via first class mail. The Court finds that the Notice of Calculation given
by direct mail shall set forth the name, address, social security number, the income --
adjustments, tax adjustments, amount of tax and interest to be refimded for each
year, the amount of refund to whch the taxpayer is entitled, net of attorneys fees
and costs, the right to request verification or correction of inforrnation contained
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therein, and enclosing a separate claim form, is sufficient to meet the requirements
of due process.
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6. Witlun one hundred twenty (120) days fiom the date of the final appellate
decision herein, or of any order of t h s Court issued pursuant to remand by the
appellate court, the Defendant shall mail a Notice of Calculation, along with the
taxpayer's refund check, including 10% interest fiom the date of payment of the
illegally exacted tax through the anticipated date of refund, reduced by the
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percentage of attorneys fees and costs fixed herein. Attorneys fees of 25% shall be
calculated on the amount refunded to the taxpayers and shall be placed in a
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separate account for the payment of attorneys fees. Additionally, Defendant will
place an appropriate notice and explanation of this r e h d procedure in individual
income tax booklets, said notice to be approved by t h s Court and class counsel.
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7. Those plaintiffs for whom Defendant does not have sufficient electronic
information to automatically issue a refund must properly complete and file the
claim form approved by this court in the manner and in the time required by this
Order.
8. Withn two (2) weeks after the mail-out to all known class members, the
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Defendant shall publish, at its own expense, in local and statewide newspapers
listed on Exhbit A, a notice informing citizens of the entry of this order, stating
that a direct mail notification has been effectuated, along with a copy of the claim
Add. 163

11. 0 1G-,!
form referenced in Paragraph 7 of this Order. This notice should state that any
citizen who believes that he or she is entitled to a refund, but who has not received
notice, should cut out the claim form and return the same to Defendant with their -
name, current address, social security number, and other information as required
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by the claim form. This notice and claim form shall also inform the citizens of the
deadline for filing claims, which shall be one year fiom the date of the first
newspaper publication. Defendant shall also make copies of this notice and claim
form available on the Department of Finance and Administration website and at all -
local State Revenue offices.
9. Handling of Returned Warrants. All payments shall be with warrants
which expire in the normal course under applicable state law. The warrants shall
be made payable to the class menlber, or to the surviving spouse, heirs or other -.
successors of the class member as determined by the Revenue Division under
existing procedures. Mailing such warrants shall constitute payment of the
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required refund. The Revenue Division shall follow existing procedures in
locating and delivering all warrants returned by the Postal Service. Thereafter, the
Revenue Division's payment obligations under this Order are terminated to the -
extent of the payment. Existing rules, laws, remedies and Revenue Divisio~ -
procedures shall be applied in the issuance of replacement warrants. Any claims
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Add. 164 -

12. for refunds represented by such warrants shall be separate claims whch are not
withn the jurisdiction of the court.
10. If it is found that .there is an overpayment of refund to a particular
taxpayer due to a clerical or other error in processing or due to incorrect
information provided by that class member, the Defendant is authorized to require
repayment of the amount overpaid from the class member. If such repayment is
not made withn one (1) year of the date of the letter demanding repayment,
collection of the overpayment may be made by Defendant pursuant to the
provisions of the Arkansas Tax Procedure Act, Ark. Code Ann. 3 26-1 8-101 et seq.
If repayment is made w i t h one (1) year of the date of the letter demanding
repayment, no interest or penalty shall apply. The Defendant is also authorized to
recover that portion of the overpayment related to attorney's fees by notifying class
counsel in writing, providing a written explanation of the overpayment. Class
counsel shall have sixty (60) days after receipt of such notice to return to
Defendant that portion of the attorney's fees related to said overpayment of refund,
without interest.
11. This Court finds that class counsel, by virtue of their representation of
the plaintiff class in this case, are authorized to request and receive information
related to all class members and their retirement benefits that might otherwise be
considered confidential from disclosure under any provision of federal or state law.
Add. 165

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Division:9 Year ZOO+
Likewise, this Court finds that Defendant, by virtue of the provisions of Ark. Code
5
Ann. 26-18-305, is authorized to request and receive such information for the
purposes of processing the income tax refunds ordered in this case. The State of
Arkansas, its agencies, and instrumentalities are hereby ordered to provide all
information reasonably necessary to assist Defendant and the Department of
Finance and Adrmnistration for purposes of processing the refunds ordered by this
Court.
12. The Court accepts the form of the Plaintiffs Notice attached hereto as
Exl-ubit B. Plaintiffs' counsel shall publish h s notice in the legal notice section of
the Arkansas Democrat Gazette newspaper once a week for two (2) consecutive
weeks and shall notify the Court as to any member of the class who wishes to
declare his or her taxes to be voluntarily paid.
13. The Federal Office of Personnel Management (quot;OPMquot;) is hereby
ordered to provide information for all retirees with an Arkansas address or
residence. ThIs Order covers Form1099R infonnation for the tax years 2002 and
2003. The Form 1099R information provided by OPM for each retiree shall
include, but not necessarily be limited to, gross annuity amount, original
contribution into the retirement plans, known amounts of cost recovery, the
retiree's date of blrth, the date of retirement, annuity commencement date, retiree's
name, last known address, and social security number. ThIs information shall be
Add. 166

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provided to the State of Arkansas in electronic medium or in any other form as the
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State of Arkansas and OPM may determine to be beneficial.
IT IS THEREFORE CONSIDERED, ORDERED, AND ADJUDGED -
That Plaintiffs' Motion for Summary Judgment is hereby granted and Defendant's
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Motion for Summary Judgment is denied; that Defendant is hereby ordered to
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refund all illegally exacted taxes plus interest as described herein by the method
and in the manner as provided herein, less attorneys fees and costs as set forth A
herein, which shall be paid over to Plaintiffs' counsel in the manner provided -
herein; and that Defendant's Motion to stay the proceedings in this action pending
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appeal is hereby granted. This stay shall not prohibit Plaintiffs from completing
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the notice requirements of Paragraph 12 above.
IT IS SO ORDERED. -
William E. Keadle, Attorney
H. Gregory Campbell (#9200 1) -
Revenue Legal Counsel (#83099)
NICHOLS & CAMPBELL, P.A.
ATTORNEY FOR DEFENDANT
ATTORNEYS FOR PLAINTIFF -
P. 0.Box 1272, Room 2380
212 Center St., Suite 700
Little Rock, AR 72203
Little Rock, AR 72201
(501) 682-7030
(501) 372-5659
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15. Division:9 Year 2006
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EXHIBIT A
The published notices required by the Order Granting Plaintiffs' Motion for
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Summary Judgment and Denying Defendant's Motion for Summary Judgment
shall be made by publication of paid advertisements in the following newspapers
of general, statewide, and regional circulation:
Arkadelpha, Daily Siftings Herald
Batesville, Batesville Guard
Benton, Benton Courier
Bentonville, Benton County Daily Record
Blytheville, Courier News
Camden, Camden News
Conway, Log Cabin Democrat
DeQueen, DeQueen Daily Citizen
El Dorado, El Dorado News - Times
Fayetteville, Northwest Arkansas Times
Forrest City, Times-Herald
Ft. Smith, Southwest Times Record
Harrison, Harrison Daily Times
Heber Springs, Sun-Times
Helena, The Daily World
Hope, Hope Star
Hot Springs, Sentinel Record
Jacksonville, Jacksonville Patriot
Jonesboro, Jonesboro Sun
Little Rock, Arkansas Democrat-Gazette
Magnolia, Banner News
Malvern, Malvern Daily Record
Mena, Mena Star
Mountain Home, Baxter Bulletin
Newport, Newport Dailv Independent
Paragould, Paragould Daily Press
Pine Bluff, Pine Bluff Commercial
Rogers, Northwest Arkansas Morning News
Russellville, Russellville Courier Democrat
Searcy, The Dailv Citizen Add. 169

16. Division:9 Year 2006
Springdale, The Morning News Page:359
Stuttgart, Stuttnart Daily Leader
Texarkana, Texarkana Gazette
West Memphis, Evening; Times
Memphis, TN, Commercial Appeal- -
The form for each published notice shall be agreed upon by the representatives for
all parties and approved by the court. Each notice shall be published in the Sunday
edition (if available) and in one weekday edition of each newspaper.
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17. 1
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NOTICE OF PENDENCY OF CLASS ACTION
AND OF RIGHTS OF CLASS MEMBERS
TO: ALL PERSONS WHO FILED A TAX RETURN WITH THE STATE OF
ARKANSAS FOR TAX YEARS 2003 AND 2004 AND REPORTED INCOME
FROM AN EMPLOYMENT-RELATED RETIREMENT PLAN IN WHICH YOU
MADE AFTER-TAX CONTRIBUTIONS.
On March 29,2004, an illegal exaction lawsuit was filed in the 9 Division of the Circuit
'
Court of Pulaski County, Arkansas styled Charles R. Maples, et a1 v. Richard Weiss, Director of the
Arkansas Department of Finance and Administration, Case No. CV-04-3685 alleging that the
Arkansas Department of Finance and Administration is illegally exacting state income tax from
taxpayers in violation of the Constitution of the State of Arkansas. On April 10,2006, the trial court
ruled that the Arkansas Department of Finance and Administration illegally taxed benefits received
by taxpayers from employment-related retirement plans in tax years 2003 and 2004. Pursuant to the
Order of the Court, the following notice is hereby given.
Notice is hereby given as follows:
1. In Weiss v. McFadden, 353 Ark. 868, (2004) the Arkansas Supreme Court held that the
state of Arkansas cannot tax the recovery of after-tax contributions received by taxpayers fiom their
employment-related retirement plans. On August 29,2003, the Arkansas Department of Finance and
Administration adopted Emergency Rule 2003-4. This Emergency Rule required taxpayers to use
872 of the Internal Revenue Code to recover after-tax contributions made to employment-related
retirement plans. On March 29, 2004, Plaintiffs filed this lawsuit alleging that Emergency Rule
2003-4 violates the Arkansas Constitution and that the Department of Finance and Administration
was continuing to illegally tax the recovery of taxpayers' after-tax contributions to their retirement
plans.
On April 10,2006, the trial court ruled that Emergency Rule 2003-4 is unconstitutional and
that the Department of Finance and Administration illegally exacted income tax in the tax years 2003
and 2004 from persons reporting income received from employment-related retirement plans to
which they made after-tax contributions. The trial court ordered the Department of Finance and
Administration to refund all illegally exacted taxes, plus 10% interest from the date that a taxpayers
tax return was due, less attorneys fees. The Department of Finance and Administration has declared
that it will appeal the trial court's ruling.
2. This lawsuit is brought as an illegal exaction pursuant to Article 16,g 13 of the Arkansas
Constitution. Article 16, fj 13 provides that the named Plaintiffs bring this case on behalf of
themselves and all other taxpayers similarly situated. Illegal exaction lawsuits are class actions as a
matter of law.
3. All persons found by the Court to be properly a member of this class will receive the
benefit of a favorable decision and will be bound by an adverse decision. If the Plaintiffs obtain the
relief they seek in this action, it could result in monies being refunded andforan award of damages in
favor of all members of the class.
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18. Division:9 Year 2006
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4. You have the right to hire your own attorney. If you hire your own attorney, you will be
responsible for paying that attorney's fee. You also have the right to seek to intervene and appear in -
the action with the Court's permission. If you do not hire your own attorney, seek to intervene o r
otherwise become a party to the lawsuit, the attorneys named below, representing the Plaintiffs, will
represent your interest in the case. You have the right to become a named party to have greater input -
in the remedy sought, to assure there is no collusion or friendly lawsuits and to have input in the
amount of attorneys fees awarded by the Court. You will not be charged for class counsel services.
Instead, if class counsel obtains a recovery for the class, class counsel will apply to the Court for
payment of their reasonable attorneys' fees and costs to be paid by Defendant or paid out of any
funds recovered before distribution of the net proceeds to the class.
5. This lawsuit seeks a refund to the taxpayer class of all monies illegally exacted by the
State of Arkansas. If you are a class member, you may declare any alleged illegal tax voluntarily
paid so as to remove it from this illegal-exaction lawsuit. If you do so and Plaintiffs prevail, you will
not receive a refund. To declare any illegal tax voluntarily paid so as to remove it from this lawsuit,
you must do so in a writing filed with the Pulaski Circuit Clerk, Pulaski County Courthouse, Little
Rock, Arkansas, 7220 1, in the case styled Charles R. Maples, et a1 v. Richard Weiss, Director of the
Arkansas Department of Finance and Administration, Case No. CV-04-3685. Your written request
to declare any illegal tax voluntarily paid must be received in the Pulaski County Circuit Clerk's
office no later than the close of business on
6. The names and addresses of the principd attomeys representing the named Plaintiffs and
the Plaintiff Class are: Mark W. Nichols and H. Gregory Campbell, NICHOLS & CAMPBELL,
P.A., 212 Center Street, Suite 700, Little Rock, AR 72201,501.978-4352. IF YOU HAVE ANY
QUESTIONS CONCERNING THIS CASE PLEASE CONTACT THE ABOVE NAMED
ATTORNEYS. DO NOT CALL OR WRITE THE COURT.
DATED this day of ,2006.
MARY SPENCER MCGOWAN,
CIRCUIT JUDGE
PULASKI COUNTY, ARKANSAS
Add. 172