7772 Results

Has JUUL's Stock Become Worthless?
June 29, 2022 - Bulletin Print Report
The FDA recently reached a controversial decision and issued an accompanying order in which it determined that JUUL Labs, Inc. would no longer be permitted to marketits p...
Income From Supplying Water Is Qualifying Income
June 29, 2022 - Volume 16 Issue 123 Print Report
X is a limited partnership. X intends to become a publicly traded partnership by effecting an initial public offering of units. X expects to earn income primarily by assessing...
Supreme Court Rejects "Disparate Impact" Theory
June 29, 2022 - Bulletin Print Report
Medicare, ("M"), provides health insurance coverage for those who are 65 years of age or over, or are disabled. In 1972, Congress extended M coverage to individuals w...
Seattle's "Amazon Tax" Is Constitutional
June 29, 2022 - Bulletin Print Report
On July 6, 2020, the City adopted Ordinance 126108 imposing a "payroll expense tax" on certain entities engaging in business in Seattle. The City delayed the date of...
SAVE/ULCC Merger Bumping Up Against The "Control Requirement"
June 28, 2022 - Bulletin Print Report
Frontier Group Holdings, Inc., ("ULCC"), and Spirit Airlines, Inc., ("SAVE"), are attempting to push their merger to the finish line, in the face of strong...
Trustee Does Not Acquire A Prohibited Interest
June 28, 2022 - Volume 16 Issue 122 Print Report
X had outstanding voting stock all of which was held by A, B, C, D, and Trust. A and B were husband and wife. C was their son, and D, their daughter. Trust was a trust establis...
Land Used In Connection With A Public Water Supply Is Taxable
June 28, 2022 - Bulletin Print Report
The Authority is a municipal utility responsible for supplying potable water to Atlantic City. The Authority owns various parcels of land in the Municipalities. Those lands are...
Property Tax Exemption Limited To One Dwelling
June 28, 2022 - Bulletin Print Report
This case involves three contiguous parcels of real property, the "2514" parcel, the "2520" parcel, and the "2524" parcel. The properties collecti...
Taxpayer Sold "Day Trips For Sightseeing Purposes"
June 27, 2022 - Bulletin Print Report
Taxpayer operates a railroad within Washington. Taxpayer charges its customers for tickets to go on short train trips and special events, and also sells snacks and drinks. Taxp...
Premiums On "Stop-Loss" Insurance Policies Are Taxable
June 27, 2022 - Bulletin Print Report
H does business as Blue Cross Blue Shield, ("BC"). Texas approved BC to sell stop-loss policies to employers who self-fund their employees' health insurance. BC r...
Competition for Capital Precipitates a Spin-Off
June 27, 2022 - Volume 16 Issue 121 Print Report
D is a publicly traded corporation that conducts a pharmaceuticals business. C, a wholly-owned subsidiary of D, conducts a cosmetics business. &...
Cost Of Business Clothing Ruled Deductible
June 27, 2022 - Bulletin Print Report
During each year in issue, MR was employed as a stationary engineer; MRS was employed as a nurse in a clinic operated by K. K's dress code required that MRS be dressed in &...
Cash Originating With Target Treated As "Boot"
June 24, 2022 - Volume 16 Issue 120 Print Report
T is a State A corporation that is a holding company. T has one class of outstanding stock. T owns "a%" of the outstanding stock of ACQ. The ACQ stock is T's prin...
Lessee Had Equitable Title To The Underlying Property
June 24, 2022 - Bulletin Print Report
J is a non-profit corporation and open-enrollment public charter school. On November 13, 2018, J entered a "Build to Suit Lease and Option" to lease property for a ca...
OAS's Special Dividend Promises To Be "Extraordinary"
June 24, 2022 - Bulletin Print Report
Oasis Petroleum, Inc., ("OAS"), announced that its Board of Directors has...declared a "special dividend" of $15.00 per share. The dividend is being declare...
Net Lessee May Grieve Real Estate Tax Assessment
June 24, 2022 - Bulletin Print Report
D operates a car dealership in M. In 2007, D entered into a 20-year net lease with O of a parcel of real property located in M. The lease obligates D to pay "all...real es...
The Willens Deal Survey June 2022
June 23, 2022 - The Deal Survey: June 2022 Print Report
Welcome to this month's summary of deals. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database.
New Home Not Acquired By Means Of "Purchase"
June 23, 2022 - Volume 16 Issue 119 Print Report
MLZ died on April 24, 2008. She left her entire estate to her two sons, EZ and AZ, "to be divided equally, share and share alike." Her estate included a home (the Pro...
Transfer Of Low-Income Housing Exempt From "REET"
June 23, 2022 - Bulletin Print Report
In 2017, a Washington Limited Partnership...transferred a controlling interest in...LLC ("Taxpayer") to Transferee. Taxpayer filed a Real Estate Excise Tax(&quo...
Will The Acquisition Of LWRK Qualify As A Reorganization?
June 23, 2022 - Bulletin Print Report
TELUSCorporation, ("TU"), announced that it has entered into a definitive agreement with LifeWorks, Inc., ("LWRK"), pursuant to which TUwill acq...
Website "Began" Before Revenue Was Generated
June 23, 2022 - Bulletin Print Report
In 2013, P formed V, of which he was the sole member. P and the engineers he hired completed V's core functionality in March 2015, and worked to resolve software "bugs...
Withholding Tax Likely On Algoma's Stock Buyback
June 22, 2022 - Bulletin Print Report
Algoma Steel Group, Inc., a Canadian corporation, is launching a rather...
AT&T's Spin-Off Ruling Does Not Dwell On The "Active Business" Issue
June 22, 2022 - Bulletin Print Report
LTR202224002, December 28, 2021, appears to be the ruling that was issued to AT&T, ("T"), in connection with its highly publicized"Reverse Morris...
Ascertaining The Owner Of Escrowed Shares
June 22, 2022 - Volume 16 Issue 118 Print Report
Pursuant to a stock purchase agreement (SPA) executed on Date 1, PU agreed to acquire 100 percent of the sole class of outstanding stock of T from its shareholders (Ss) over th...
Discharge Of Debt Not Prerequisite To Issuance Of Form 1099-C
June 22, 2022 - Bulletin Print Report
In March 2012, T's predecessor obtained a judgment against G and his wife. After G failed to satisfy the judgment, T issued an I.R.S. Form 1099-C to G for the 2018 tax year...
Defaulting Taxpayer Not Entitled To "QRI" Deduction
June 22, 2022 - Bulletin Print Report
In 2007, Ps executed a credit agreement with HTB,consisting of a promissory note and mortgage secured by their principal residence, with respect to a line of credit up to...
Resort-Area Tax Did Not Automatically "Sunset"
June 21, 2022 - Bulletin Print Report
C seeks to recover a locally imposed resort-area gross receipts excise tax which PIB originally enacted in 1995. PIBenacted its resort-area tax in 1995 by passing Ordinan...
Timely Merger Brings Sec. 332 Into Play
June 21, 2022 - Volume 16 Issue 117 Print Report
P is a domestic corporation. P has issued and outstanding a single class of common stock of which 42.77 percent is held by A, 42.77 percent is held by B, and 14.46 pe...
Expropriation Loss Not Claimed In Proper Year
June 21, 2022 - Bulletin Print Report
H was born in Iran. Prior to the revolution, H inherited one-fourth ownership of a family property, (the "Property"). APPs received a Notice of Confiscation from the...
Modular Units Were Not "Immovable"
June 21, 2022 - Bulletin Print Report
The dispute concerns the applicability of local sales or lease tax on certain property, (the "Property"), that TP leased to FF. A lease or rental is the leasing or re...
Congressionally Sanctioned "Tax Avoidance" Immune From Sec. 269
June 17, 2022 - Volume 16 Issue 116 Print Report
M was organized in 1967 to engage in the business of selling and distributing certain products. All of its common stock was owned by A. M intermittently engaged in th...
Car Lifts Are Not "Capital Improvements"
June 17, 2022 - Bulletin Print Report
Petitioner, ("P") is in the business of design, installation, repair and maintenance, and the sale and lease of car lifts. The Division of Taxation, (the "Divisi...
Sales Of Services Not Covered By P.L. 86-272
June 17, 2022 - Bulletin Print Report
Petitioner, ("P"), is a Florida corporation. P is in the business of selling travel services utilizing Independent Travel Consultants, ("ITCs"), nationwide,...
Author Did Not Provide A Service
June 17, 2022 - Bulletin Print Report
R is a limited liability company solely owned by K. R is the holding company for all the rights, transactions, and income related to K's literary works. R has entered into...
Federal Conformity Cannot Be Inferred
June 16, 2022 - Bulletin Print Report
States and localities are by no means obligated to acknowledge, embrace or otherwise adhere to the federal income tax treatment of a transaction. Accordingly, a transaction tha...
Characterizing "Tax Sharing" Payments
June 16, 2022 - Volume 16 Issue 115 Print Report
X and Y are wholly-owned subsidiaries of P and M and R are wholly-owned subsidiaries of X, all of which qualify as members of an affiliated group, as that term is def...
Ramp Supervisor Engaged In Interstate Commerce
June 16, 2022 - Bulletin Print Report
LS works for Southwest Airlines, ("SA"), as a "ramp supervisor." Her work frequently requires her to load and unload baggage, airmail, and commercial cargo...
Michigan Resident Denied The Benefit Of "Principal Residence Exemption"
June 16, 2022 - Bulletin Print Report
P is a Michigan resident. For many years, P enjoyed a principal residence exemption, ("PRE"), on his Michigan residence. In late 2016, P purchased a second home in Ar...
STZ's Controlling Shareholders Propose A Recapitalization
June 15, 2022 - Bulletin Print Report
Constellation Brands, Inc., ("STZ"), has long had a high vote/low vote common stock structure. The Sands family, (the "Family"), collectively holds over 98...
Fuel Exchange Agreement Creates Nexus
June 15, 2022 - Volume 16 Issue 114 Print Report
TP is a fuel producing companywith an oil refinery in State A. TP's sales office is located in State B, with the company headquarters in State C. For a numb...
"Prospective Use" Doctrine Does Not Provide Tax Exemption
June 15, 2022 - Bulletin Print Report
It is well-settled that real property is presumed taxable, and exemption statutes are strictly construed. See Anderson/Maltbie Partnership v. Levin, 127 Ohio...
Loss From Sale Of Real Estate Was Capital In Nature
June 15, 2022 - Bulletin Print Report
D purchased for investment five condominiums in WB and immediately sold two. D also acquired for investment purposes undeveloped lots and a house in W, (the "WH"). On...
PLD And DRE Enter Into A Merger Agreement
June 14, 2022 - Bulletin Print Report
Prologis, Inc., ("PLD"), and Duke Realty Corporation, ("DRE"), each a real estate investment trust, ("REIT"), announced that they have entered int...
Tax Motivated Disaffiliation Respected
June 14, 2022 - Volume 16 Issue 113 Print Report
P files a consolidated tax return with its includible affiliates. P's sole shareholder, FP, is a foreign corporation. P holds all of the stock of Sub 1, as well a...
The "MRT" Passes Constitutional Muster
June 14, 2022 - Bulletin Print Report
In 2005, the Ms invested in KK. KK is a controlled foreign corporation, ("CFC"). KK is located in India. The TCJAcreated the Mandatory Repatriation Tax, ("...
Expense Of Seller Is Part Of The "Sales Price"
June 14, 2022 - Bulletin Print Report
TP, a restaurant, has implemented a "Cash Discount Program" so as to give patrons an incentive for paying with cash as opposed to paying with credit cards. All items...
Merger Transferee Succeeded To Transferor's Unused Tax Credits
June 13, 2022 - Bulletin Print Report
C is a bank holding company with many subsidiaries, of which three are relevant here. Before 2005, KWA earned tax credits. Those credits were governed by the SBTA, which allowe...
An FBAR Penalty Is A "Debt"
June 13, 2022 - Bulletin Print Report
The Bank Secrecy Act requires U.S. citizens to report interests in foreign accounts with a value exceeding $10,000. Citizens must declare their accounts through an FBAR. C fail...
Voting Stock Can Be "Other Than Common Stock"
June 13, 2022 - Volume 16 Issue 112 Print Report
X has outstanding 1,000 shares of common stock all of whichwere held by five related individuals. X issued two new classes of stock, Class A stock and Class B s...
In-Kind Redemption By Open-End Management Investment Company
June 10, 2022 - Volume 16 Issue 111 Print Report
IC is a corporation organized under the laws of State A and is registered under the Investment Company Act of 1940 as an open-end management investment company. Fund...
Retail Installment Contracts Not Allocated To Louisiana
June 10, 2022 - Bulletin Print Report
T's business at issue herein is its Retail Finance line of business, through which it acquires and services Retail Installment Contracts, ("RICs") from independen...
Reinsurer Granted Permission To Change Apportionment Methodology
June 10, 2022 - Bulletin Print Report
C is domiciled in STATEand has been fully licensed to conduct life, health, and annuity insurance operations in Illinois by the Department of Insurance. C's insurance...
Sec. 318 Applies Only Where Expressly Made Applicable
June 9, 2022 - Volume 16 Issue 110 Print Report
M owned 45 percent of the stock of X. A, an individual, owned 10 percent of the stock of X and 100 percent of the stock of M. The assets of X consist solely of 100 pe...
Bow Manufacturer Properly Subject To Excise Taxes
June 9, 2022 - Bulletin Print Report
E is a wholesale distributor of archery bows and parts. E was owned by S, C, B, O, and K. E's owners established PF to manufacture archery equipment. PF was owned by E'...
SRLP Is Going Private
June 9, 2022 - Bulletin Print Report
Sprague Resources, L.P., ("SRLP"), announced that it has entered into a definitive agreement and plan of merger, (the "Agreement"), pursuant to which an aff...
NYS Tax On Distributions From An I.R.A.
June 8, 2022 - Volume 16 Issue 109 Print Report
Petitioner's spouse had been employed by the New York City Police Department. He submitted retirement papers but died before any payments had been received by him...
Sale For Resale Exemption Not Properly Claimed
June 8, 2022 - Bulletin Print Report
On March 19, 2019, Taxpayer purchased "Aircraft" registered with the FAA. The seller of Aircraft located in Arkansas, ("AK"), did not charge sales tax becau...
Tax Refund Properly Offset Against Delinquent Student Loan
June 8, 2022 - Bulletin Print Report
Between 1981 and 2002, S took out a series of federal student loans to finance his education. All are in default. As of December 5, 2018, S's "Total Balance" was...
Prohibition On Receipt Of Income Precludes Allocation Thereof
June 7, 2022 - Volume 16 Issue 108 Print Report
TT purchased crude oil from the Saudi government by way of Arabian American Oil Company (AA) and resold it both to affiliates and unrelated customers. From early 1979...
No Credit Available For UK Taxes Imposed On Earned Income
June 7, 2022 - Bulletin Print Report
The taxpayers, a husband, ("H"), and wife, ("W"), filed a Virginia, ("V"), resident income tax return for the 2018 taxable year in February 2020....
Hedge Fund Manager Improperly Denied Right To A Jury Trial
June 7, 2022 - Bulletin Print Report
J established two hedge funds and selected P28 as the investment adviser. The SEC launched an investigation and chose to bring an action within the agency alleging that petitio...
Sec. 351 Exchange Can Terminate A Partnership
June 6, 2022 - Volume 16 Issue 107 Print Report
S, a corporation, is wholly owned by a taxpayer, an individual. The taxpayer alsoowned a 50 percent interest in the capital and profits of PYZ partnership. The...
"Retail Sale" Of Medical Equipment Found
June 6, 2022 - Bulletin Print Report
Petitioner, ("P"), develops, manufactures, and commercializes products for the treatment of dermatological disorders. In June 2015, P acquired a technology called &qu...
Disaster Relief Payments Not Included In Gross Income
June 6, 2022 - Bulletin Print Report
P is a utility holding company. P is the parent of S1, S2, and S3, (the "Utility Companies"). The Utility Companies are public utilities under the Federal Power Act....
Change In Use Of Farm Property Did Not Trigger Added Assessments
June 6, 2022 - Bulletin Print Report
The "Subject" consists of two contiguous parcels, about 97.3 acres in total. For several years, plaintiffs applied for, and the assessor annually approved the Subject...
Unrecovered Basis Added To Basis Of Related Person
June 3, 2022 - Volume 16 Issue 106 Print Report
P is a publicly traded corporation. P owns, directly and indirectly, all of the Sub A common stock and all of one class of Sub A preferred stock. Sub A owns all the S...
Rental Activity Does Not Preclude A "PRE"
June 3, 2022 - Bulletin Print Report
Petitioner, ("P"), had applied for and received a Personal Residence Exemption, ("PRE"), in 2018, but respondent revoked it in 2020 on the basis that it det...
Filling Of Prescriptions Constitutes A Qualified Trade Or Business
June 3, 2022 - Bulletin Print Report
TP is a C corporation. TP is only involved in the retail sale of a limited number of drugs and does not manufacture them. The manufacturers of these drugs prefer entering into...
Physical Presence Created Substantial Nexus
June 3, 2022 - Bulletin Print Report
Taxpayer is a New York corporation which sells various consumer products over the Internet, and specifically through Amazon.com marketplace. Taxpayer participated in A...
Will GFI's Acquisition Of AUY Constitute A Reorganization?
June 2, 2022 - Bulletin Print Report
Gold Fields Limited, ("GFI"), and Yamana Gold, Inc., ("AUY"), announced that they have entered into a definitive agreement, (the "Arrangement Agreement...
Earnings On Pensions Not Excluded From NY AGI
June 2, 2022 - Volume 16 Issue 105 Print Report
Petitioners jointly filed their 2007 Resident Income Tax Return, reporting a pension and annuity income exclusion in the amount of $128,000. Mr. Kane (Kane) had attai...
Employee Benefit Expenses Not Included In "COGS"
June 2, 2022 - Bulletin Print Report
Petitioner, ("P"), was the reporting entity for its combined group for Texas franchise tax purposes. One of the affiliates was CB. CB was a manufacturer until 2006, w...
Deed Did Not Satisfy The Requirements Of Section 170(f)(8)(B)
June 2, 2022 - Bulletin Print Report
Petitioner, ("P"), and her late husband acquired a large collection of Native American jewelry and artifacts during their marriage. On or around December 19, 2014, P...
PCH Agrees To Foot OP Unitholders' Tax Bills
June 1, 2022 - Bulletin Print Report
PotlachDeltic Corporation, ("PCH"), and CatchMark Timber Trust, ("CTT"), each a real investment trust, ("REIT"), announced that they have entered...
Preliminary Expenses Not Deductible
June 1, 2022 - Volume 16 Issue 104 Print Report
A taxpayer, in connection with the selection of a site and the establishment of a sales program for a boy's camp which he intends to establish and operate as his business,...
Lubricants And Dyed Diesel Fuel Exempt From Sales Tax
June 1, 2022 - Bulletin Print Report
Taxpayer, ("TP"),manufactures stone aggregate. TP filed a claim for refund of sales tax it paid on its purchase of tangible personal property, including dyed di...
Late "ESBT" Election Does Not Terminate 'S' Corporation Status
June 1, 2022 - Bulletin Print Report
X elected to be an 'S' corporation effective Date 2. On Date 2, shares of X were owned by Trust 1, a grantor trust of which A was deemed to be the owner, and by Trust 2...
Taxpayer Cannot Rely On Erroneous "STC" Interpretation
May 31, 2022 - Bulletin Print Report
P married JL in 2001. After their marriage, they purchased and resided at "413." On March 18, 2010, P was deeded the "Fp;" her husband was not on t...
Seminar Tuition Not Deductible Under Sec. 212
May 31, 2022 - Volume 16 Issue 103 Print Report
TP has a number of business interests, including rental property, a car wash, a laundry, and real estate held for investment purposes. In addition, TP owns stocks and mutual fu...
High-Speed Trader Subject To Use Tax On Market Data
May 31, 2022 - Bulletin Print Report
Petitioner, ("P"), traded stocks and other financial instruments throughout the world. It was headquartered in City A, Texas. P's business model was based on high...
"Momentary Ownership" Ignored For 'S' Corporation Election Purposes
May 31, 2022 - Bulletin Print Report
Distributing is a closely held corporation that operates Business A. Distributing has made an election to be treated as a subchapter S corporation. Distributing has a single cl...
AVGO's Acquisition Of VMW Is Intended To Qualify As A Reorganization
May 27, 2022 - Bulletin Print Report
Broadcom, Inc., ("AVGO"), and VMware, Inc., ("VMW"), announced an agreement under which AVGO will acquire "all of the outstanding shares of VMWin...
No Sec. 338 Election Without A "Qualified Stock Purchase"
May 27, 2022 - Volume 16 Issue 102 Print Report
A Sec. 338 election has the salubriouseffect of "converting" a purchase by one corporation of the stock of another into a purchase of the latter's...
Section 481(a) Adjustment Does Not Constitute Gross Income
May 27, 2022 - Bulletin Print Report
Taxpayer is a State corporation that intends to elect to be taxed as a real estate investment trust, ("REIT"), under sections 856 through 860 of the Code beginning wi...
Food Stamps Are Not An "Asset"
May 27, 2022 - Bulletin Print Report
On June 6, 2017, the State Tax Commission, ("STC"), issued a bulletin addressing the application of MCL 211.7u, the homestead property tax exemption for persons unabl...
Joint Tenant Not Entitled To First Time Homebuyer Credit
May 26, 2022 - Volume 16 Issue 101 Print Report
Plaintiff ("B") argues that she qualifies for a first time homebuyer credit for her 2010 purchase of real property ("HMP"). The record demonstrates that the...
Massachusetts Cannot Tax Foreign Corporation's Capital Gain
May 26, 2022 - Bulletin Print Report
V was formed in 1999 as an 'S' corporation with its commercial domicile and headquarters in Illinois. V operated call centers in Canada. T was a Massachusetts limited l...
Retail Sales Includes Sales Of Digital Goods
May 26, 2022 - Bulletin Print Report
TP is a photography business. TP specializes in producing portrait photographs... The Client Service Agreement, (the "Agreement"), includes the following relevant pro...
Ten Year Carry Back Of "SLLs" Denied
May 25, 2022 - Bulletin Print Report
In Year 3 and Year 4, TP incurred consolidated net operating losses, ("NOLs"). TP validly elected to waive its two-year NOL carry back with an election state...
Non-Custodial Parent Denied Dependency Exemption
May 25, 2022 - Volume 16 Issue 100 Print Report
In 1997, CEK and MEB had a son, EJK. CEK and MEB were never married to each other and maintained separate residences. Pursuan...
Tuition Tax Credit Rejected
May 25, 2022 - Bulletin Print Report
The Ls filed their 2018 South Carolina, ("SC"), Income Tax return on February 7, 2019. The Ls claimed the tuition tax credit based on tuition they paid for their depe...
Duty To Collect Sales Tax Not Affected By Customer Exemption
May 25, 2022 - Bulletin Print Report
TP specializes in providing technical expertise in operations and engineering for the biogas use and management industries. The Customer, ("C"), produces energy from...
The Willens Deal Survey May 2022
May 25, 2022 - The Deal Survey: May 2022 Print Report
Welcome to this month's summary of deals. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database.
Highway Use Tax Is Equivalent To Sales Tax
May 24, 2022 - Bulletin Print Report
Taxpayer resides in North Carolina. In April 2021, Taxpayer purchased a vehicle from a dealership in Indiana, (the "Dealership"). The Dealership collected Indiana sal...
Both Spouses Must Qualify Under The Same Paragraph Of Sec. 36(c)
May 24, 2022 - Volume 16 Issue 99 Print Report
The Packards were married on November 22, 2008 and lived in separate residences until December 1, 2009, when they purchased and moved into a home together in Florida...
Damage Charges Included In Taxable Income
May 24, 2022 - Bulletin Print Report
TP rents recreational vehicles, ("RVs"), to drivers in Washington. The rental agreements specifically address the possibility that vehicles will be returned subject t...
Debtor's IRA Did Not Lose Its Tax Exempt Status
May 24, 2022 - Bulletin Print Report
M filed a petition under Chapter 7 of the Bankruptcy Code. M claimed an exemption in a self-directed IRA. The Trustee, ("T"), objected. On April 14, 2016, M opened a...
Spin-Off Will Not Impede Acquisition Of VMW
May 23, 2022 - Bulletin Print Report
On November 1, 2021, Dell Technologies, Inc., ("DTI"), distributed 81 percent of the stock of its subsidiary, VMWare, Inc., ("VMW"), to its shareholders in...
Alimony Or Separate Maintenance Payments Not Found
May 23, 2022 - Bulletin Print Report
I and E were married on June 20, 2008. On August 2, 2016, I and E separated. On September 17, 2016, I and E signed a "Marital Separation Agreement," ("Agreement&...
The I.R.S. Gets "Whammed"
May 23, 2022 - Volume 16 Issue 98 Print Report
In Rev. Rul. 80-228, 1980-2 C.B. 115, X Corporation, (X), operated its businesses in two separate divisions, (D1 and D2). Each division operated as if it were a separ...
"Ordinary Care" Is Not Synonymous With "Reasonable Cause"
May 23, 2022 - Bulletin Print Report
Four plaintiffs are the "hotel owners." The other three plaintiffs, referred to as "E," are hotel management companies. The hotel owners contracted with E t...
Trade Date Controls Gain Or Loss Reporting
May 20, 2022 - Volume 16 Issue 97 Print Report
A uses the cash receipts and disbursements method of accounting and files his income taxreturns on a calendar year basis. For several years, A held stock that i...
Military Retirement Payments Were Not Excludible From Gross Income
May 20, 2022 - Bulletin Print Report
Petitioner, ("P"), served in the U.S. Army for 26 years. In April 1989, an "MEB" evaluated P and recommended that he be found "physically unfit for wor...
Extension Of Time To File "Triple-Eye" Agreement Granted
May 20, 2022 - Bulletin Print Report
TP is a domestic individual. TP and members of TP's family owned stock in Corporation, ("C"). On "Date," all of TP's stock was redeemed in exchange...
A "Clean Room" Constitutes Tangible Personal Property
May 20, 2022 - Bulletin Print Report
Taxpayer, ("TP"), with a research facility located in Virginia, is engaged in pharmaceutical development, formulation, and production. The Department's auditor as...
No Landlord/Tenant Relationship Between Husband And Wife
May 19, 2022 - Volume 16 Issue 96 Print Report
A and B purchased certain farmland in X as tenants in common in 1981. A farms the land and reports the income and expenses on Schedule F. Beginning in 1984, A paid B...
Purchase Of In-Flight Meals Subject To Sales Tax
May 19, 2022 - Bulletin Print Report
Taxpayer, ("TP"),is an airline operating as a common carrier in interstate and foreign commerce. TP has a contract with V to provide food and beverages for ...
Faxed Delinquent Return Was Property "Filed"
May 19, 2022 - Bulletin Print Report
S is a partnership. S believed its filed its tax return for 2001 in July 2002. The I.R.S. has no record of receiving such a filing. In July 2005, an I.R.S. agent sent S a lette...
Pipeline Is Tangible Personal Property
May 19, 2022 - Bulletin Print Report
M is a subsidiary of Marathon Petroleum Corporation. It owns or leases several thousand miles of pipeline throughout the United States. The pipeline at issue transports crude o...
FANG's "Roll-Up" Will Be A Tax-Free Reorganization
May 18, 2022 - Bulletin Print Report
There have been numerous MLP "roll-ups" over the past severalyears. These transactions ordinarily involve the acquisition by the "sponsor" of the publ...
Gain Attributable To Inventory Not Eligible For Installment Reporting
May 18, 2022 - Volume 16 Issue 95 Print Report
P was a partner in a partnership that held "substantially appreciated inventory." A porton of that property constituted inventory within the meaning of Sec....
The "Assessable Payment" Is A "Tax"
May 18, 2022 - Bulletin Print Report
If certain employers fail to offer their full-time employees specified healthcare coverage, they must pay the federal government a yearly "assessable payment." See se...
Non-Resident Partner Taxable On "Effectively Connected Income"
May 18, 2022 - Bulletin Print Report
I is a domestic limited liability company located in New York. I's business is brokering health insurance to college students. KZ, a New York State resident, held a 33 perc...
Playstudios Will Redeem Its Warrants
May 17, 2022 - Bulletin Print Report
Playstudios, Inc., ("MYPS"), has both publicly issued and privately placed stock purchase warrants outstanding. In an effort to lend a degree of certainty and stabili...
Expenses Of Appraisal Proceedings Not "Organizational Expenditures"
May 17, 2022 - Volume 16 Issue 94 Print Report
Petitioner is the successor by merger to PII. PII was organized on December 3, 1962 in the course of implementing an agreement to consolidate five existingcorpo...
The Shared Responsibility Payment Is Governed By Section 507(a)(8)(A)
May 17, 2022 - Bulletin Print Report
In July 2019, Debtors, ("Ds") filed a Chapter 13 petition. The I.R.S. filed a proof of claim for unpaid taxes, including a shared responsibility payment, ("SRP&q...
Exemption Applies From First Day Of Exempt Use
May 17, 2022 - Bulletin Print Report
TPsown mineral leasehold interests, (the "Leases"). TPs paid property taxes on the Leases in 2018. In March 2019, they timely applied to exempt the Leases from...
Unrecovered Basis In A Sec. 304 Redemption
May 16, 2022 - Volume 16 Issue 93 Print Report
A owns 100 shares of X which is all the outstanding stock of X. B, the son of A, owns all of the stock of Y. A sold 25 shares of stock of X to Y for an amount of cash...
"FIT" Statutes Make No Business/Non-Business Income Distinction
May 16, 2022 - Bulletin Print Report
TP is a holding company. TP's subsidiaries provide banking services. TP filed combined 2014, 2015, and 2016 Indiana Financial Institution Tax, ("FIT"), returns, w...
All Owners Were Not Religious Societies
May 16, 2022 - Bulletin Print Report
Petitioner, ("P"), filed a Petition asserting that it is entitled to a property tax exemption...as a house of public worship. Under MCL 211.7s: "Houses of public...
Sale Of Fabric Subject To NYS Sales Tax
May 16, 2022 - Bulletin Print Report
Petitioner sells fabric by the yard, as well as other clothing accessories, such as buttons, thread, zippers, linings, etc. Petitioner contends that customers "purchase fa...
Will BAM's "Special Distribution" Be Tax-Free For U.S. Shareholders?
May 13, 2022 - Bulletin Print Report
Brookfield, ("BAM"), in conjunction with its Q1 earnings report, announced that it intends to distribute 25 percent of the equity interestsinan entity tha...
Not All Capitalized Costs Are Recoverable
May 13, 2022 - Volume 16 Issue 92 Print Report
TP is aBusiness E holding company. TP's subsidiaries provide various Business F services. Prior to Date X, T1 was a Business E holding company operating und...
Reimbursed Expenses Included In Gross Receipts For Sales Tax Purposes
May 13, 2022 - Bulletin Print Report
CE contracts with customers to perform construction, maintenance, and emergency repairs on those customers' power lines, which are taxable services. The tax is imposed on t...
Award Of Attorney Fees Not Income To Litigants
May 13, 2022 - Bulletin Print Report
The parties seek guidance from the court regarding the proper procedure for disbursing $249,000 in attorney fees, which the court awarded to plaintiffs in a November 19, 2021 o...
Joint Filers Are A "Taxable Unit"
May 12, 2022 - Volume 16 Issue 91 Print Report
In 1980, Taxpayer husband (TPH) inherited a substantial sum of money from his father, which was used to purchase stocks, bonds, and to open savings accounts. These in...
Cell Tower Is Taxable Real Property
May 12, 2022 - Bulletin Print Report
Petitioner is the owner of real property in the Town of Vestal, Broome County.In 2015, petitioner and UST entered into a land use agreement wherein UST leased a portion o...
Personal Reports Are Not A Taxable "Information Service"
May 12, 2022 - Bulletin Print Report
Petitioner, ("P"), provides a coaching/facilitation service that teaches techniques for effective listening and communication in a business environment. P administers...
PFE To Acquire The Balance Of BHVN
May 12, 2022 - Bulletin Print Report
Pfizer, Inc., ("PFE"), and its affiliate, BiohavenPharmaceutical Holding Co., Ltd., ("BHVN"),a company organized under the laws of the British V...
When Does the Sec. 1033 Clock Start?
May 11, 2022 - Volume 16 Issue 90 Print Report
A taxpayer (TP) acquired Property A on Date 1 and leasedsuch propertyto commercial tenants. On Date 2, City Agency filed a condemnation action to acquire...
"IDA" Receipts Not Sourced To New York
May 11, 2022 - Bulletin Print Report
Petitioner, T.D. Ameritrade, Inc., ("P"), introduces brokerage client accounts to TDAC, an affiliated clearingbroker-dealer. P is responsible for opening, appro...
Glucose Monitors Are Subject To Sales Tax
May 11, 2022 - Bulletin Print Report
C sells "Devices." The Devices cannot be purchased without a prescription from a physician. The Devices have two main parts: (i) a Reader, and (ii) a Sensor that User...
New York Non-Residents and "QSOs"
May 10, 2022 - Volume 16 Issue 89 Print Report
In 1968, Petitioner, (P), was granted stock options by his employer, Avon Products, Inc., pursuant to a qualified employee stock option plan. He exercised the options...
Corporate Officer Found Liable For Unpaid Withholding Taxes
May 10, 2022 - Bulletin Print Report
In 1993, the family chose Plaintiff, ("P"), to succeed her father as board chair. When P became board chair, "it was determined that the business would be run by...
Section 6020(b) Tax Liabilities Cannot Be Discharged
May 10, 2022 - Bulletin Print Report
Debtor, ("D"), filed his Chapter 13 bankruptcy petition on April 22, 2015 and noted significant tax liabilities in his Schedules. The I.R.S. assessed D's tax liab...
ICE Pursues A Fully Taxable Transaction
May 9, 2022 - Bulletin Print Report
Intercontinental Exchange, Inc., ("ICE"), announced that it has entered into a definitive agreement to acquire Black Knight, Inc., ("BKI"). The "cash a...
I.R.S. May Attach Property Held By Nominee
May 9, 2022 - Volume 16 Issue 88 Print Report
P has accumulated, as of September 30, 2013, $529,887.09 in unpaid tax liabilities, penalties, and interest for the taxable years 1999-2003. P and his wife incorporat...
Improvements On Tribal Land Are Subject To Property Tax
May 9, 2022 - Bulletin Print Report
In 1999, C, a non-Indian-owned entity, leased 320 acres of land from the Tribe to construct and operate an electric power generating plant, (the "Plant"), on reservat...
"Any Means" Of Understatement Attracts A Penalty
May 9, 2022 - Bulletin Print Report
R timely filed her 2015 North Carolina tax return. On her Schedule C, R claimed business income and deductions for G. The Department disallowed the entire amount of business lo...
Gaming Company Avoids Nevada Use Tax
May 6, 2022 - Volume 16 Issue 87 Print Report
HOC is a Delaware corporation registered to do business in Nevada. HOC purchased four aircraft for the purpose of transporting employees and guests to and from its establishmen...
The FBAR Penalty Is Not A "Fine"
May 6, 2022 - Bulletin Print Report
The Bank SecrecyAct, (the "Act"), requires all U.S. residents and citizens to file returns and keep records of certain relationships with foreign financial agen...
Excess Contributions Cause Loss Of Tax-Exempt Status
May 6, 2022 - Bulletin Print Report
Debtor, ("D"), disclosed among her assets an IRA. She claimed the IRA as exempt. The Trustee concluded that D inherited the IRA and filed this Objection. D, the court...
Credit Card Surcharge Is Part Of The "Sales Price"
May 6, 2022 - Bulletin Print Report
M operates real properties as vacation rentals. He markets these properties through third parties, ("third-party marketers"). The third-party marketers collect the ap...
Redemption Proceeds Can Be Distributed In Partial Liquidation
May 5, 2022 - Volume 16 Issue 86 Print Report
X was a member of a cooperative organization for the purpose of purchasing products from the cooperative for resale in its business and receiving other services provided by the...
Vendor Allowances Are Integrated With Purchase And Sale Of Inventory
May 5, 2022 - Bulletin Print Report
APP operates a chain of home merchandise retail stores and is headquartered in New Jersey. APP has a treasury department at its New Jersey headquarters. L is a member of APP...
"Filed" Means "Delivered"
May 5, 2022 - Bulletin Print Report
H filed applications for abatement or refund of property taxes relating to 85 acres of property that had been divided into 92 parcels. H mailed the applications to the Assessor...
Visual Display Work Is A "Retail Sale"
May 4, 2022 - Bulletin Print Report
D is a New York based company that serves clients around the globe. D's primary service is to execute "roll-out work." When one of D's clients has a marketing...
Passive Investment Activities Are An "Insurance Business"
May 4, 2022 - Volume 16 Issue 85 Print Report
HC is a State A insurance holding company. HC is the parent of P, a State B stock holding company. P owns C, a State C corporation. C is a life insurance company. S is a State...
"QEZE" Tax Reduction Credit Informed By 'S' Corporation's "BAP"
May 4, 2022 - Bulletin Print Report
B&H Foto& Electronics Corporation, ("B"), is taxed under subchapter S of the Internal Revenue Code. B was certified as a qualified empire zone enterpris...
Actual Use Of Property Is Necessary For Exemption
May 4, 2022 - Bulletin Print Report
The subject property is 0.97 acres improved with an 8,659 square foot office building...in Nashville, Tennessee. The property was purchased by United Neighborhood Health Servic...
Management Fees Were Nothing More Than Disguised Distributions
May 3, 2022 - Bulletin Print Report
A's stock was held by MD, an individual, and JEC and MEL. A has not paid dividends since the '70s but has paid its shareholders management fees for at least 20 years. T...
SFI Inclusions Constitute "Qualifying" Income
May 3, 2022 - Volume 16 Issue 84 Print Report
X is a State limited partnership. X contemplates becoming a publicly-traded partnership (PTP). X has invested and will continue to invest the majority of its assets i...
Withholding Tax Is Included In Gross Income
May 3, 2022 - Bulletin Print Report
Petitioner, ("P"), elected to receive a distribution from his employer retirement plan, ("B"), in the amount of $45,000 in 2016. Utilizing a portion of the...
Loss Deduction Would Frustrate Public Policy
May 3, 2022 - Bulletin Print Report
P was employed by the Department of State from May 2003 until March 2014. Between August 2010 and September 2012, P was employed as a consular officer by the State Department a...
Land Not Devoted Primarily To Agricultural Use
May 2, 2022 - Bulletin Print Report
On September 11, 2017, N purchased an 8.9 acre parcel of land in K. At the time of purchase, the property was zoned agricultural and contained no habitable structures. In 2018,...
Increase In Conversion Ratio Is Not A Deemed Distribution Of Stock
May 2, 2022 - Volume 16 Issue 83 Print Report
X has outstanding both common stock and convertible preferred stock. The preferred stock is convertible into common stock at a fixed ratio. X distributed all of the stock in it...
Janitorial Services Not Subject To Sales Tax
May 2, 2022 - Bulletin Print Report
Taxpayer runs a lumber mill in the state of Washington. A local landscaper, (the "Vendor"), provided landscaping services to Taxpayer. Vendor charged retail sales tax...
Affixing Labels To Finished Products Is Not Manufacturing
May 2, 2022 - Bulletin Print Report
P sold wine and water with customized promotional labels. The auditor determined that the labels printed by an out-of-state vendor, "CA," and shipped to P in Texas we...
Settlement Costs Did Not Facilitate Capital Transaction
April 29, 2022 - Volume 16 Issue 82 Print Report
On Date 1, TP and T, publicly traded corporations, entered into a merger agreement under which TP agreed to acquire T in a stock for stock transaction. The merger closed on Dat...
Sales By Receivers Are Subject To "REET"
April 29, 2022 - Bulletin Print Report
Taxpayer owned certain real property in Washington. Taxpayer took out two loans from Bank, and issued two promissory notes to Bank, securing them by a Deed of Trust in the real...
Off-Premises/On-Premises Sign Distinctions Are Content Neutral
April 29, 2022 - Bulletin Print Report
Federal, state, and local governments have long distinguished between signs (such as billboards) that promote...products...located elsewhere and those that promote things locat...
Promotional Items Not Sold To Customers
April 29, 2022 - Bulletin Print Report
P was a professional baseball team based in Texas. Texas imposes a tax on each sale of a taxable item in this state. The term, "taxable item," includes tangible perso...
Credits Reduce Tax Liabilities
April 28, 2022 - Bulletin Print Report
Under section 6426, a fuel producer can earn a credit, (the "Mixture Credit"), by mixing alcohol or biodiesel into its products. The Mixture Credit applies "agai...
Residents Of Puerto Rico May Be Excluded From Benefits Programs
April 28, 2022 - Bulletin Print Report
The United States includes five Territories. This case involves one such Territory, Puerto Rico. Congress has not required residents of Puerto Rico to pay most federal taxes. C...
Can A "Blocker" Corporation Avoid Estate Tax?
April 28, 2022 - Volume 16 Issue 81 Print Report
Petitioner, (P), is domiciled in a state other than New York and is considering the purchase of a condominium in New York. She wants to know the estate tax consequenc...
Section 6330(d)(1)'s Filing Deadline Is Subject To Equitable Tolling
April 28, 2022 - Bulletin Print Report
B is a law firm. In 2015, the I.R.S. notified B of a discrepancy in its tax filings. When B did not respond, the agency assessed an "intentional disregard" penalty an...
PSA To Distribute PSB Gain
April 27, 2022 - Bulletin Print Report
Recently, PS Business Parks, Inc., ("PSB") agreed to be acquired by Blackstone Real Estate ("BREIT"), in a transaction structured as a "reverse cash me...
TWTR's NOLs (And Interest Expense) Will Take A Licking
April 27, 2022 - Bulletin Print Report
Twitter, Inc., ("TWTR"), as everyone now knows, is being acquired by Mr. Elon Musk, ("EM"). EM will be acquiring TWTR through what Ginsburg and Levin refer...
Merger Consideration Constructively Received In Year Of Merger
April 27, 2022 - Volume 16 Issue 80 Print Report
NS owned 21,534 shares of common stock in HCA. Rather than turn the certificates over to a broker or to a bank, NS maintained possession of the certificates. In Novem...
Neither Spouse Qualified As A "Real Estate Professional"
April 27, 2022 - Bulletin Print Report
S was the only member of DBS, a single member LLC through which he operated a wholesale HVAC business. In 2013, DBS purchased two properties in Florida, the "R property&qu...
BX Forgoes Basis Step-Up
April 26, 2022 - Bulletin Print Report
Just last week, the consistently acquisitiveBlackstone Real Estate, ("BREIT"), entered into a plan to acquire ACC. The transaction was structured in the manner...
Workmen's Compensation Excluded From Disposable Income
April 26, 2022 - Bulletin Print Report
The subject property is one of a six-unit residential condominium. The Owners have lived at the property since their purchase on May 1, 2007. DF was 63 years of age on the asse...
Auxiliary Property Found To Be Tax-Exempt
April 26, 2022 - Bulletin Print Report
A operates a network of health care facilities, including hospitals, clinics, and rehabilitation centers, such as "the subject property." A is a tax-exempt organizati...
"In-House" Qualified Stock Purchase
April 26, 2022 - Volume 16 Issue 79 Print Report
P, a publicly traded and widely held domestic holding company, is the common parent of a consolidated group that conducts a number of businesses, including Business A...
Statutory Resident (Of NY) Not Entitled To Credit For CT Taxes
April 25, 2022 - Volume 16 Issue 78 Print Report
Plaintiffs are domiciled in Greenwich, CT and also own a vacation home in East Hampton, NY. Plaintiffs acknowledge that they spent more than 183 days in New York Stat...
Property Not Used "Primarily As A Dwelling"
April 25, 2022 - Bulletin Print Report
County property records identified the subject property as "single family residential." Defendant inspected the subject property and determined that it was commercial...
Owner Is Not A Qualified Employee
April 25, 2022 - Bulletin Print Report
Taxpayer operates dog breeding schools in Washington and in two other states, as well as online, as a limited liability company. Taxpayer took the Veteran's Employer Tax Cr...
Compensation And Grants Are Mutually Exclusive
April 25, 2022 - Bulletin Print Report
In 2010 and 2011, B worked at JL. B had a J-1 exchange visitor visa. He received W-2s from JL. He filed 1040-NR forms with the I.R.S., which claimed an exemption as to the enti...
GENZ's Royalty Income Not Excluded From "Entire Net Income"
April 22, 2022 - Bulletin Print Report
Genzyme Corporation, ("G"), was organized under the laws of the U.S. G owned 100 percent of GLS. G owned 100 percent of GTPC and GTPL. GTPC and GTPL owned one percent...
Extracting "Unwanted" Assets In The Context Of Sec. 338(h)(10)
April 22, 2022 - Volume 16 Issue 77 Print Report
X is a holding company. X owns P, also a holding company. P owns T. T is engaged in Business A. T owns Sub A. Sub A is engaged in Business A. P owns Sub B. Sub B is e...
The Willens Deal Survey April 2022
April 22, 2022 - The Deal Survey: April 2022 Print Report
Welcome to this month's summary of deals. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database.
Conveyance Of Realty Subject To Maximum "RPTT" Rate
April 22, 2022 - Bulletin Print Report
Petitioner, ("P"), owned real property in Staten Island, (the "Property"). The Property covered two separate street addresses. Each street address has a sem...
Non-Residential Development Fee Properly Imposed
April 22, 2022 - Bulletin Print Report
Plaintiff, ("P"),is the owner of real property, (the "subject property"). The subject property was improved with two dwellings prior to P's non-re...
The Uncertain Tax Consequences Of "Poison Pill" Plans
April 21, 2022 - Bulletin Print Report
While so-called "poison pill" plans have been around for several decades, only recently, with the adoption by TWTR of a poison pill plan intended to fend off an unwan...
Small Reductions Can Also Be Regarded As Meaningful Ones
April 21, 2022 - Volume 16 Issue 76 Print Report
Company, (C), had outstanding as of September 30, 1982 the following stock: (a) 122,240 shares of voting common stock (NC); (b) 272,988.64 shares of 1 percent cumulat...
The Common Law "Mailbox Rule" Has Been Supplanted
April 21, 2022 - Bulletin Print Report
The complaint alleges that, on July 18, 2017, P's accountants mailed amended returns, via First Class mail, "in a single envelope to the I.R.S. service center in Holts...
Customers Did Not Purchase Apple Gift Cards
April 21, 2022 - Bulletin Print Report
P designs and markets consumer electronics, software, and personal computers, selling its products through its own retail and online stores. In 2011, P offered a "Back to...
ACC Will Be The Subject Of A Forward Cash Merger
April 20, 2022 - Bulletin Print Report
American Campus Communities, Inc., ("ACC"), a real estate investment trust, ("REIT"), has entered into a definitive agreement in connection withwhich...
Smelter Processes Natural Resources
April 20, 2022 - Volume 16 Issue 75 Print Report
X owns and operates an aluminum smelter. X proposes to transfer the business to a partnership. Units in the partnership will be publicly-traded. The production of alu...
Mailbox Rule Does Not Apply To Court Documents
April 20, 2022 - Bulletin Print Report
To maintain a tax refund suit against the United States, taxpayers must first file a refund claim with the I.R.S. See section 7422(a) of the Code. Taxpayers then have two years...
Airline Tickets Includible In Retiree's Gross Income
April 20, 2022 - Bulletin Print Report
M is a retired airline pilot who was formerly employed by United Airlines, ("UA"). In 2016, UA provided retired pilots (and their family members and friends) with fre...
Stock Subject To First Refusal Right Is Common Stock
April 19, 2022 - Volume 16 Issue 74 Print Report
Pursuant to a plan of recapitalization, X issued shares of new voting common stock and new nonvoting common stock to its shareholders in exchange for shares of its ou...
Private Duty Nurses Were Employees
April 19, 2022 - Bulletin Print Report
P was engaged in the business of providing at-home private duty nursing services to children with special needs, ("patients"). P supplied all nurses with a contract f...
Jurisdiction Lacking With Respect To Untimely Refund Claims
April 19, 2022 - Bulletin Print Report
B and K are retired United Airlines, ("UA"), employees covered by UA's non-qualified deferred compensation, ("NQDC"), plan. Normally, for purposes of FI...
Grant Of Option Is Not A Sale, Exchange, Or Other Disposition
April 18, 2022 - Volume 16 Issue 73 Print Report
An option agreement provided that the option is exercisable only after the death of the optionor by giving notice to the proper person within a certain period of time...
Section 280E Properly Omitted From Computation Of "Base Income"
April 18, 2022 - Bulletin Print Report
TP is a licensed producer of medical cannabis. TP dispenses cannabis to qualified patients through a statewide system of dispensaries. The Department's audit claimed "...
Only Property "Used" Or "Held" Is Eligible For Depreciation
April 18, 2022 - Bulletin Print Report
Plaintiff, ("P"), purchased the "Hansen Lodge" in December 2017. It needed to be improved. As of January 2018, the lodge "was furnished, utilities were...
Taxpayer Not Engaged In "Highway Transportation For Hire"
April 18, 2022 - Bulletin Print Report
APP appeals from a final determination of the Tax Commissioner affirming a sales tax assessment issued to APP in connection withthe purchase of a truck and trailer. APP p...
Rebates Are Not Includible In Gross Income
April 14, 2022 - Volume 16 Issue 72 Print Report
The taxpayer, (TP), an individual, will acquire a credit card issued by a bank through an arrangement promoted by Company, (C). TP will make purchases with the credit...
Restaurant Utensils Not Purchased For Resale
April 14, 2022 - Bulletin Print Report
C operated as a casual restaurant. When C served its customers, it provided them with utensils, items the parties refer to as "small wares," for use within the...
Couple Cannot Meet Section 121's "Use" Requirement
April 14, 2022 - Bulletin Print Report
The Ws married in 2004. In 2005, MSWwas diagnosed with cancer. In that same year, she purchased the MI house where the Ws resided from 2005 through 2009. The Ws did not r...
Affiliated Group Of Entities Found
April 14, 2022 - Bulletin Print Report
TP is a subchapter S corporation. TP is owned by four siblings. Sibling A owns 100 percent of the Class A voting stock, but is only a 40 percent shareholder of Class B non-voti...
FRO And EURN Announce A Business Combination
April 13, 2022 - Bulletin Print Report
Frontline Ltd., ("FRO"), and Euronav NV, ("EURN"), have signed a term sheet that has been approved by the boards of directors of each such corporation...
Gain Not Characterized As "IRD"
April 13, 2022 - Volume 16 Issue 71 Print Report
TP, Decedent's revocable trust, entered into a contract to sell a plot of real property on Date 1, with an intended closing date of Date 2. Before Date 2, however...
Connecticut Follows "Libson Shops"
April 13, 2022 - Bulletin Print Report
A Connecticut combined unitary group consists of four members: A, B, C, and D, (the "Combined Group"). The Combined Group has filed a Connecticut unitary corporation...
Taxes Are "Paid" When The Tax Return Is Filed
April 13, 2022 - Bulletin Print Report
For tax year 2012, R made estimated tax payments totaling $626,965. R's tax return was due on March 15, 2013. After securing an extension, and making a final quarterly paym...
Non-Filer Not Entitled To Itemize Deductions
April 12, 2022 - Bulletin Print Report
P resided in Arizona and was employed by Home Depot. P worked from home but traveled regularly by car to the stores under his supervision. P was laid off in mid-2013. He receiv...
Shareholders Had Basis In 'S' Corporation Sufficient To Absorb Losses
April 12, 2022 - Volume 16 Issue 70 Print Report
During 1976, petitioners owned 25 percent of the stock of F, a Nevada corporation. F was an electing small business corporation. On April 23, 1976, F borrowed $100,00...
Shredded Tires Are No Substitute For Coal
April 12, 2022 - Bulletin Print Report
The question presented is whether shredded tires and railroad ties that are utilized and burned to subsidize the requirement for coal in the cement manufacturing process are ex...
Architectural Firm Was Exempt From Sales Tax
April 12, 2022 - Bulletin Print Report
The Applicant is an architectural, engineering, planning, interiors, graphics, and consulting firm. The Applicant's corporate headquarters is located in Missouri. The Appli...
Rental Vehicle Fee Properly Imposed
April 11, 2022 - Bulletin Print Report
G is an 'S' corporation. G requested a refund of rental vehicle fees. The Department denied G's refund request. G leases its taxicabs and equipment to drivers for t...
Aspiring Real Estate Broker Cannot Deduct Educational Expenses
April 11, 2022 - Volume 16 Issue 69 Print Report
During 1976, petitioners were employed as real estate agents in San Diego, California. Both were licensed to sell real estate, as real estate agents, by the Californi...
A "Section 17 Corporation" Has No "Non-Resident Taxable Income"
April 11, 2022 - Bulletin Print Report
CNI is a federally chartered corporation created and organized in 1996 under the Oklahoma Indian Welfare Act, ("OIWA"), commonly referred to as a "section 17 cor...
"Residence" Necessitates Some Degree Of Permanence
April 11, 2022 - Bulletin Print Report
The parties were married in 1985. They moved to New Jersey. Beginning in the late 1990s, the parties rented an apartment on the Upper West Side of Manhattan. In 2010, the parti...
Ascertaining The Amount Of A Claim Against The Estate
April 8, 2022 - Volume 16 Issue 68 Print Report
WS, an attorney, died on November 2, 2003. His wife, GS, died on November 27, 2004. Prior to his death, WS hadrepresented HS. On September 24, 2004, HS's es...
Approval Of A Penalty Need Only Occur Before Assessment
April 8, 2022 - Bulletin Print Report
Taxpayers must disclose participation in "listed transactions" by attaching a disclosure statement to their return. In 1999, Taxpayer became a participating employer...
Section 481(a) Adjustment Excluded From REIT's "Gross Income"
April 8, 2022 - Bulletin Print Report
Taxpayer is a State A corporation that intends to elect to be taxed as a real estate investment trust, ("REIT"), beginning with its tax year ending Date B. Taxpayer o...
Homeowner Exemption Statutes Were Substantially Similar
April 8, 2022 - Bulletin Print Report
P has lived in his LC home since 1990. P's wife owned property in Utah. P and his wife filed joint income tax returns. Neither P nor his wife ever resided at either Utah pr...
Post Holdings' Spin-Off Of BellRing Checks All The Boxes
April 7, 2022 - Bulletin Print Report
Post Holdings, Inc., (POST), one of the nation's leading consumer packaged goods purveyors, has alsogained a well-deserved reputation on Wall Street as an astute fina...
Shareholder Allowed Deduction For Payment of Corporation's Debts
April 7, 2022 - Volume 16 Issue 67 Print Report
On May 1, 1966, Mr. G incorporated GPH to provide plumbing and heating services. Mr. G owned all of its capital stock. In the...
Sales Tax Exemption Based On An Agency Theory Denied
April 7, 2022 - Bulletin Print Report
B is a for-profit corporation that provides property management services. B entered into Hospital Services Agreements, ("HSA"), with certain hospitals. The hospitals...
No Reimbursement For "Tax Agent" Commissions Allowed
April 7, 2022 - Bulletin Print Report
TPscontracted with PAR, a property tax agent, to pursue property valuation reductions. TPs appealed to the STC. TPs were represented before the STC by an attorney
Mixed Use Property Treated As Residential Realty
April 6, 2022 - Bulletin Print Report
The Property was owned by TP and was sold in 2021 to "XXX." TP, along with his deceased wife, had owned the Property since 1997. The Property consists of one building...
Absence Of Notice And Comment Renders Temporary Regulations Invalid
April 6, 2022 - Bulletin Print Report
In December 2018, a Liberty Global, Inc., ("LGI"), affiliate sold its interest in TGHto LGI's parent company, LG. Under the relevant tax laws at the time, L...
"Aggregate" Theory Of Partnerships Does Not Apply In Missouri
April 6, 2022 - Volume 16 Issue 66 Print Report
H (or Petitioner) was a Delaware corporation. Its business address was Dallas, Texas. H was a 99 percent limited partner in LP. LP provided landline telephone service in a larg...
Insurance Department Regulations Incorporated Into Insurance Policy
April 6, 2022 - Bulletin Print Report
P was involved in a car accident and her vehicle was determined to be a total loss. She made a claim to her insurer. Defendant did not pay the sums in dispute in this case--the...
FBAR Penalties Are Geared To Foreign Financial Accounts
April 5, 2022 - Bulletin Print Report
The Bank Secrecy Act, ("BSA"), requires a U.S. citizen to file reports when the citizen maintains a relation with a foreign financial agency. The person must report e...
Only "Unitary" Businesses Can File Combined Reports
April 5, 2022 - Volume 16 Issue 65 Print Report
Petitioner, (P), is the sole shareholder of several 'S' corporations. Most operate exclusively within Michigan, but two or three have multistate operations. P and his w...
Pass-Through Entity Liable For Withholding Taxes
April 5, 2022 - Bulletin Print Report
M is a corporation formed under the laws of Missouri with its headquarters located in Missouri. M is an 'S' corporation for federal tax purposes and is a "pass-thr...
Butane Is Taxable Under Section 4081
April 4, 2022 - Bulletin Print Report
P asserts that it produced an "alternative fuel mixture" when it mixed and sold a mixture of butane and gasoline. P claimed that its mixture of butane and gasoline qu...
Conditional Declaration Sinks Noncustodial Parent
April 4, 2022 - Volume 16 Issue 64 Print Report
Taxpayers who are married and file a joint income tax return may claim personal exemptions for themselves and their dependents. Dependent is defined to include a "qualifyi...
Wholesale Sales Were Properly Sourced To Washington
April 4, 2022 - Bulletin Print Report
TP is a wholesaler of tangible personal property and is headquartered out of state. TP sells its goods to third-party wholesalers in Washington, ("W"). Compliance iss...
Section 4611(b) Imposes A Prohibited Tax On Exports
April 4, 2022 - Bulletin Print Report
Article I, Section 9 of the Constitution provides: "No Tax or Duty shall be laid on Articles exported from any State." The Export Clause categorically bars Congress f...
SRG To Renounce REIT Election
April 1, 2022 - Bulletin Print Report
It is not a common occurrence fora corporation that qualifies as a real estate investment trust, ("REIT"), to voluntarily terminateits status as such . Ho...
Consulting and Advisory Fees Are Not "Carrying Charges"
April 1, 2022 - Volume 16 Issue 63 Print Report
On September 10, 2011, TP and brokerage firm, (BF), entered into a contract entitled "Investment Plan". Under this contract, BF agreed to act as a discretio...
SIRI's Services Are Not Performed In Texas
April 1, 2022 - Bulletin Print Report
S produces radio programming, which it transmits using satellites. Subscribers pay monthly fees to access S's programming. The question is whether S's monthly subscript...
Right To Defer Pension Benefits Cannot Be Abrogated
April 1, 2022 - Bulletin Print Report
Plaintiff, ("P"), was an actuary at TP until March 15, 1991. At the time of his termination, P was vested in an accrued pension benefit under the "1988 Plan.&quo...
Nonvoting Common Stock Is "Common Stock"
March 31, 2022 - Volume 16 Issue 62 Print Report
X corporation, (X), has outstanding Class A nonvoting common stock, Class B voting common stock, and nonvoting preferred stock. The preferred is limited and preferred...
A "VEBA" Is Not Exempt From Sales Tax
March 31, 2022 - Bulletin Print Report
TP is a voluntary employees' benefit association, (a "VEBA"), created under section 501(c)(9) of the Internal Revenue Code. TP is organized as a trust. TP's m...
Butane Is Not Properly Characterized As An "Alternative Fuel"
March 31, 2022 - Bulletin Print Report
V argues that butane is a "liquefied petroleum gas" under section 6426(d)(2) of the Code and therefore an "alternative fuel" eligible for the section 6426(e...
"Bad" '(2)(E)' Can Be a "Good" '(B)'
March 30, 2022 - Volume 16 Issue 61 Print Report
P owns 100 percent of the stock of S. S has owned 98 percent of the stock of R for "a number of years" (i.e., the stock is "old and cold"). The re...
Cannabis Consolidation Continues Unabated
March 30, 2022 - Bulletin Print Report
The consolidation of the cannabis industry is unfolding before our very eyes and shows no signs of abating. The latest transaction, involving companies organized under the laws...
Build Back Better Redux?
March 30, 2022 - Bulletin Print Report
President Biden's fiscal '23 budget proposal contains certain "revenue" items that first appeared in the Build Back Better plan that failed to gain congressio...
The "SRP" Is Not A Penalty
March 30, 2022 - Bulletin Print Report
The ACArequires individuals either to maintain a minimum level of health coverage or to pay a "penalty." See section 5000A. In 2017 and 2018, the ACA provided t...
Sec. 302(b)(1) Automatically Applies To Inactive Minority Shareholders
March 29, 2022 - Volume 16 Issue 60 Print Report
C is an 'S' corporation. C has outstanding a single class of common stock comprised of both voting common stock and nonvoting common stock. All of the outstan...
Artwork Is Tangible Personal Property
March 29, 2022 - Bulletin Print Report
APP is a non-profit organization. APP holds monthly meetings and sponsors art exhibits in a Missouri city, ("City"). APP plans on sponsoring an art event in 2022, (th...
The "Initial Determination" Of Penalties Was Contained In The "FPAA"
March 29, 2022 - Bulletin Print Report
O acquired roughly133 acres of land in Alabama. O granted to the NWT a conservation easement over the land. Later, O donated a fee simple interest in the land to the NWT....
No Spousal Attribution Without A Joint Return
March 28, 2022 - Volume 16 Issue 59 Print Report
Petitioner, (P), was married to JO. During 2008, P worked full time as an employee for RREEF, a real estate investment company, and did not own more than a five perce...
Florida Endorses "Customer Based" Sourcing Of Receipts
March 28, 2022 - Bulletin Print Report
The taxpayer is a corporation headquartered in "X," that provides "asset management services" globally to pension funds, large institutions, and individuals...
Payment In Consideration For A Tax Credit Is A "Tax Payment"
March 28, 2022 - Bulletin Print Report
TPs were Louisiana residents. On TPs' 2018 Form 40NR, ("Alabama Return"), TPs reported "Tax Due" of $63,319 and "Net Tax Due" of $33,319. The...
Preferred Stock Redemption Premium Is Not "Unreasonable"
March 25, 2022 - Bulletin Print Report
P is the common parent of an affiliated group of corporations, (the "P Group"), that joins in the filing of a consolidated U.S. federal income tax return. P has agree...
Stock In Newco Does Not Cause Violation Of "Triple Eye" Agreement
March 25, 2022 - Volume 16 Issue 58 Print Report
X corporation, (X), has elected 'S' corporation status. Prior to 1984, the stock of X was owned by Father, his son, Son, and an unrelated minority shareholder...
Sales Tax Exemption Granted For Property "Transferred To The Customer"
March 25, 2022 - Bulletin Print Report
Petitioner, ("P"), sold pest control services in New York State during the audit period. S is an insect growth regulator for termite elimination and control. The S sy...
Minnesota's "Minimum Fee Tax" Is Partially Invalidated
March 25, 2022 - Bulletin Print Report
The AHTAstates: "Except as provided in subsection (c)...and section 40117...a State...may not levy or collect a tax, fee, head charge, or other charge on--(1) an ind...
First Of Many?--LGND To Effect "RMT" Transaction With SPAC
March 24, 2022 - Bulletin Print Report
A fertile source forSPAC acquisitions would appear to be "unwanted" divisions of public corporations. Instead of shedding these divisions via a conventional sal...
Interactive Fantasy Sport Contests Are Not Prohibited "Gambling"
March 24, 2022 - Bulletin Print Report
In 2016, the New York State Legislature enacted article 14 of the Racing...Law authorizing and regulating interactive fantasy sport, ("IFS"), contests upon determinin...
L.L. Bean Has Substantial Nexus With Ohio
March 24, 2022 - Volume 16 Issue 57 Print Report
L.L. Bean, (B), is a retailer in Maine that sells products to consumers across the U.S., including consumers residing in Ohio. It does so via retail stores, all of wh...
Payments For Waiver Of Liability Shield Are Rents From Real Property
March 24, 2022 - Bulletin Print Report
TP intends to make an election to be treated as a real estate investment trust, ("REIT"). TP conducts its activities through a partnership, (the "Partnership&quo...
The Willens Deal Survey March 2022
March 23, 2022 - The Deal Survey: March 2022 Print Report
Welcome to this month's summary of deals. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database.
Transfer Of "Client Methodology" Not A Sale
March 23, 2022 - Volume 16 Issue 56 Print Report
Petitioner, (P), has many years of experience in sales and sales management. In 2005, he began working for SGT as the vice-president of sales. P was laid off on April...
Picasso Was Purchased "Solely For Resale"
March 23, 2022 - Bulletin Print Report
P is a limited liability company. P is comprised of two trusts: one for the benefit of HL, and the other for the benefit of JL. RL is the father of HL and JL. On April 13, 2015...
"MGI" Method Must Be Used To Characterize CFC Stock
March 23, 2022 - Bulletin Print Report
In 2014, P restructured its ownership of its foreign subsidiaries. Before the restructuring, P directly owned AGHF. P owned, directly or indirectly, 42 CFCsand also direc...
Minority Shareholder Entitled To Sec. 302(b)(1) Benefits
March 22, 2022 - Volume 16 Issue 55 Print Report
X corporation, (XC), has outstanding one class of stock consisting of 1,000 shares of common stock which are held as follows-- --A owns 625 shares, <...
"Loaner" Vehicles Not Exempt From Use Tax
March 22, 2022 - Bulletin Print Report
APP operates a Chevrolet dealership and participates in an incentive program with General Motors, ("GM"). A component of this program is the "Courtesy Transporta...
Saltwater Disposal System Exempt From Property Tax
March 22, 2022 - Bulletin Print Report
On January 1, 2018, B purchased oil and gas wells. Production from the wells requires the removal and disposal of waste water. B disposes of the same via a non-commercial...
Small Reduction Of Proportionate Interest Is Considered "Meaningful"
March 21, 2022 - Volume 16 Issue 54 Print Report
Partnership X, (X) acquired in 1995 3,300x shares of common stock of Y in a transaction under Sec. 368(a)(1)(A) of the Internal RevenueCode. Y's stock is li...
BBUC Issues "Tracking" Stock
March 21, 2022 - Bulletin Print Report
The Brookfield family of entities has a well deserved reputation for innovation when it comes to financing its far flung activities. A recent transaction does nothing to dimini...
Foreign Retirement Plan Included In Debtor's Estate
March 21, 2022 - Bulletin Print Report
Debtor, ("D"), claims as exempt his $72,300 interest in a Retirement Fund: "Sun Life Fund." The commencement of a bankruptcy case creates an estate comprise...
Section 403(b) Contributions Are Included In New Jersey Gross Income
March 18, 2022 - Bulletin Print Report
Plaintiffs, ("Ps"), filed a 2014 New Jersey Gross Income Tax ("GIT") return on April 11, 2015. They excluded from gross income: (1) dividend income; (2) inc...
SAVE/ULCC--No Real Reorganization Risk Exists
March 18, 2022 - Bulletin Print Report
While certain politicians are making noises about the supposed anti-competitive aspects of the proposed merger of Spirit Airlines, Inc., ("SAVE") and Frontier Group H...
"Green" Contracting And Consulting Engaged In For Profit
March 18, 2022 - Bulletin Print Report
Petitioners, ("Ps"), are partners of DJP, a Georgia partnership. DJP ownedthree buildings that housed LZB stores. The LZB stores produced approximately $20 mill...
Single-Member LLC Entitled to Property Tax Relief
March 18, 2022 - Volume 16 Issue 53 Print Report
SR, an individual, purchased residential property in Greenville County, South Carolina in 1991 and has lived there continuously ever since. The property was taxed at...
Gain From Sale Of Goodwill Is Business Income
March 17, 2022 - Bulletin Print Report
H was the 100 percent shareholder of M, a Virginia corporation with an 'S' election in effect. On March 3, 2011, M sold substantially all of its business assets to B fo...
Merger Triggers San Francisco's Real Property Transfer Tax
March 17, 2022 - Bulletin Print Report
Under the version of the Ordinance in effect on March 11, 2014--the date of the merger--SFBTRC1101 and 1102 imposed a tax on the transfer of "any lands, tenements, o...
FNF Announces "In-Kind" Special Dividend
March 17, 2022 - Bulletin Print Report
While "special" dividends have become increasingly common in recent years, it remains, nonetheless, highly unusual, almost unheard of,for the special dividend t...
Retroactive Law Upheld
March 17, 2022 - Volume 16 Issue 52 Print Report
Taxpayers (TPs) received unemployment compensation during 2009. Pursuant to Sec. 85(c) of the Internal Revenue Code, TPs each excluded $2,400 of their unemployment co...
AT&T/Discovery - “RMT” Transaction About To Be Consummated
March 16, 2022 - Bulletin Print Report
In May 2021, AT&T, Inc., (“T&rdquo...
Reduction Of Sole Shareholder's Proportionate Interests Is Meaningful
March 16, 2022 - Volume 16 Issue 51 Print Report
X is a corporation engaged in an ongoing business whose 20 shares of its sole class of common stock is held by A. In order to provide an equity interest in the...
DAL's Records Inadequate To Support Refund Of Sales Tax
March 16, 2022 - Bulletin Print Report
Petitioner, ("P"), is an airline that operates at each of La Guardia Airport, ("LGA"), and John F. Kennedy Airport, ("JFK"). P employs ground serv...
Only Broker-Dealers Can Use "Customer Based" Sourcing Of Receipts
March 16, 2022 - Bulletin Print Report
P is the sole member of US BD and US AM. US BD is registered as a broker-dealer with the SEC and FINRA. US AM is registered with the SEC as an investment advisor. US BD and US...
Settlement Agreement Necessitates Filing Of Form 1099-C
March 15, 2022 - Volume 16 Issue 50 Print Report
Entity 1 (E1) is a financial institution engaged in the business of extending credit to consumers. E1 filed a complaint in the Circuit Court of State X on Date 1 to recover a d...
Disallowed Expenses Did Not Produce Constructive Dividend
March 15, 2022 - Bulletin Print Report
S, a 'C' corporation, is solely owned by MW. S is a commercial printing contractor. S receives customer referrals from property management companies. S claimed a busine...
Co-location Revenue Subject To B&O Tax
March 15, 2022 - Bulletin Print Report
TP provides "co-location" services. The Department issued an assessment. Co-location services generally consist of renting space in data center facilities. TP owns or...
Tax Penalty Obligations Are Not Voidable
March 15, 2022 - Bulletin Print Report
Y is a non-profit corporation. In 2016, Y petitioned for bankruptcy under Chapter 11. Claims against Y included certain tax obligations. The I.R.S. filed a proof of claim. The...
BSET's Special Dividend Should Not Be "Extraordinary"
March 14, 2022 - Bulletin Print Report
On March 11, 2022, as has become itscustom, Basset Furniture Industries, Inc., ("BSET"), announced that its Board of Directors has "declared a special divi...
"Boot" In A Recapitalization Is A Separate Distribution
March 14, 2022 - Volume 16 Issue 49 Print Report
TP, a domestic corporation, acquired "a%" of the common stock of C. The remaining "b%" was owned by I. The relationship between TP and I deteriorated and &q...
Advances To Shareholders Were Not Bona Fide Loans
March 14, 2022 - Bulletin Print Report
SU is a New York corporation that elected to be treated as an 'S' corporation. SU owns a building located in Manhattan. SM and EM, brother and sister, own 75 percent an...
Data Center Exemption Applicable To Reserve Batteries
March 11, 2022 - Bulletin Print Report
TP, a battery manufacturer, sold batteries to Customer, ("C"). C operatesdata centers in Virginia. Sales tax was charged to C on the sale of the batteries. C re...
Cancellation Of Indebtedness Not Governed By Sec. 61(a)(12)
March 11, 2022 - Volume 16 Issue 48 Print Report
The taxpayer, a domestic corporation, is a wholesale distributor. In 1981, it entered into two contracts with an unrelated seller under which the taxpayer agreed to purchase va...
Mistake Of Law Does Not Invalidate Copyright
March 11, 2022 - Bulletin Print Report
A valid copyright is a prerequisite for bringing a civil action for infringement. To obtain registration, the author of a work must submit...a copy of the work and an applicati...
City Golf Course Not Entitled To Tax Exemption
March 10, 2022 - Bulletin Print Report
In 2012, the City acquired the property to treat and dispose of sewage and wastewater... The City also used the property for recreational purposes. The City owns the golf cours...
Ascertaining The Nature of Stock
March 10, 2022 - Volume 16 Issue 47 Print Report
During each of the fiscal years, the entire common stock of WGPC, consisting of 5,000 shares, was owned by WITC, which was in turn owned by RWC....
Only Reasonable Compensation For Services Rendered Can Be Deducted
March 10, 2022 - Bulletin Print Report
H has dedicated his entire career to the construction profession. In 1980, H founded petitioner, ("P"). In 2011, H notified the W developer's representative that...
Excluded COD Income Is Not "Wholly Exempt" From Taxation
March 10, 2022 - Bulletin Print Report
In 2005, Plaintiffs, ("Ps"), purchased a home in Washington for $748,425, and they took out a mortgage in connection with that purchase. A year later, Ps refinanced t...
"Substantially All" of the Assets
March 9, 2022 - Volume 16 Issue 46 Print Report
X Corporation, (X), and Y Corporation, (Y), were unrelated corporations that for many years were engaged in the hardware business. In fact, X operated two significant...
Check-The-Box Election Does Not Taint Spin-Off
March 9, 2022 - Bulletin Print Report
Foreign Parent, ("FP"), owned all the stock of P, a domestic corporation. P owned D2 and LLC, a disregarded entity. D2 owned Sub and D1. Sub owned C. On Date 1, Sub m...
The "ESRP" Is An Excise Tax
March 9, 2022 - Bulletin Print Report
On April 23, 2020, CHI and RC, (the "Debtors"),filed for Chapter 11 relief. For the tax period ending December 31, 2016, the I.R.S. charged CHI an employer shar...
Hot Tub Cleaning Is Not A "Janitorial Service"
March 9, 2022 - Bulletin Print Report
TP provides hot tub cleaning and maintenance services. TP filed amended excise tax returns changing its reporting from "retail sales" to the "service and other a...
Supplier Of Water To "Fracturers" Earns Qualifying Income
March 8, 2022 - Volume 16 Issue 45 Print Report
C is a publicly-traded partnership (MLP). C will provide "essential fluid handling and disposal services to oil and natural gas producers engaged in the exploration, devel...
Washington Capital Gains Tax Is Unconstitutional
March 8, 2022 - Bulletin Print Report
ESSB 5096 provides that, beginning January 1, 2022, an annual state net capital gains tax is imposed on the sale or other voluntary exchange of long-term capital assets by ...
Depreciation Unavailable To A Controlled Substance Business
March 8, 2022 - Bulletin Print Report
In 2012, the State of Colorado licensed the businesses to cultivate, process, and distribute medical marijuana products. B was treated as a partnership and A was treated as an...
Conservation Purpose Was Protected In Perpetuity
March 7, 2022 - Bulletin Print Report
CP is a partnership. The easement at issue is an historic preservation easement associated with the GB. The GB has been listed on the National Register of Historic Places since...
TD's Liquidation Of FHN Will Not Produce A Basis Step-Up
March 7, 2022 - Bulletin Print Report
TD Bank Group, ("TD"), and First Horizon Corporation, ("FHN"), announced that they have signed a definitive agreement "for TD to acquire FHN in an all-...
Timely Transfer Of Property To Trust Defeats Tax Lien
March 7, 2022 - Volume 16 Issue 44 Print Report
LL owned certain real properties in Haskell County, Kansas. After her death in 1991, and subsequent litigation, the mineral interest in the Haskell Country properties was distr...
CDR Will Return Capital To Its Shareholders
March 4, 2022 - Bulletin Print Report
Cedar Realty Trust, ("CDR"), announced that, following its previously announced dual-track review of strategic alternatives, "it has entered into definitive agre...
No Consent Required To Change Depreciation For E&P Purposes
March 4, 2022 - Volume 16 Issue 43 Print Report
TP is a C corporation. TP plans to make a REIT election. TP uses D in its trade or business. On Date 4, TP filed a Form 3115 to change its method of accounting for depreciation...
No Reasonable Cause For Underpayment Of Tax
March 4, 2022 - Bulletin Print Report
Respondent determined a deficiency in petitioners' 2017 Federal income tax and imposed a section 6662(a) accuracy-related penalty. The deficiency and penalty result from an...
Biomass Facilities "Placed In Service" In 2008
March 4, 2022 - Bulletin Print Report
In 2007, CB acquired two defunct facilities and began restoring them and upgrading them to biomass facilities. While renovating in 2007, CB secured Authority to Constr...
When Is W/C "Reasonably Attributable" To A Terminated Business?
March 3, 2022 - Volume 16 Issue 42 Print Report
M, which was actively engaged in conducting a wholesale appliance distributorship and an outlet for the retail sale of appliances for over 30 years, closed its retail...
Non-Custodial Parent Had A "Qualifying Child"
March 3, 2022 - Bulletin Print Report
P and J had two children together who were each minors in 2014. P and J never married and were living separately throughout 2014. The children resided with J for more than one-...
A "Dwelling" Is Subject To A Property Tax Cap
March 3, 2022 - Bulletin Print Report
S owns and occupies residential real property in Indianapolis, Indiana. S's property consists of: (1) a house with an attached garage, (2) detached carriage house, (3) a de...
Separate Businesses Or A Single Business?
March 2, 2022 - Volume 16 Issue 41 Print Report
A corporation is engaged in publishing four trade magazines. Each magazineis circulated monthly to personnel in the particular industrial field covered. The spa...
Baseball Player Rebuts Utah's Domicile Provision
March 2, 2022 - Bulletin Print Report
In 2007, the Bs purchased a house in Utah. The house received a primary residential property tax exemption from 2008 through 2013. The Bs, however, took no action to request th...
Management Income Not A Factor In Ascertaining Real Property Value
March 2, 2022 - Bulletin Print Report
The Lodge, ("L"), is a full-service resort located at the base of the Vail Mountain ski area. The L has eighty hotel rooms and a variety of amenities. In 1970, privat...
HTA's Special Distribution Is Not "Merger Consideration"
March 1, 2022 - Bulletin Print Report
Healthcare Realty Trust, Inc, ("HR"), and Healthcare Trust of America, Inc., ("HTA"), each a real estate investment trust, ("REIT"),announce...
Mural Work Is Subject To Sales Tax
March 1, 2022 - Bulletin Print Report
The Taxpayer is an artist specializing in framed works and murals and seeks a rulingon the taxability (i.e., on the application of the Virginia retailsales and use...
Collection Activity Defers Taxable Year Of Worthlessness Of A Debt
March 1, 2022 - Bulletin Print Report
In 2015, H and C each owned a 50 percent interest in B, an 'S' corporation. B's main customer was TSI. In 2015, TSI stopped making payments to B. TSI'sunp...
Voting Preferred Stock Is Not Excluded Stock
March 1, 2022 - Volume 16 Issue 40 Print Report
ACEC is a public service corporation. During the years in question, it had outstanding 12,500 shares of common stock and 3,702 shares of preferred stock. Holders of p...
Obligation To Repay FTHBC Is A Nondischargeable Tax
February 28, 2022 - Volume 16 Issue 39 Print Report
Before her Chapter 7 bankruptcy in 2010, DB took a first-time homebuyer credit ("FTHBC") pursuant to the Housing Recovery Act of 2008 ("HERA"). Th...
Contacts And Nexus With Oregon Passes Constitutional Muster
February 28, 2022 - Bulletin Print Report
O provided "VoIP" services to customers nationwide, including Oregon, ("OR"). VoIP services allow customers to make phone calls using a broadband internet c...
Superhero Museum Not Exempt From Property Tax
February 28, 2022 - Bulletin Print Report
H sought an exemption for real property that it uses as a museum dedicated to preserving the 80-year history of superheroes in comics, toys, art, film, and animation. H applied...
Abatement Of Penalty Was Clearly Erroneous
February 28, 2022 - Bulletin Print Report
K purchased a truck but did not pay tax on the truck. K failed to demonstrate that he had the requisite for-hire transportation certificate and that the truck was primarily use...
Sale Does Not Permit Deduction Of Deferred Compensation
February 25, 2022 - Bulletin Print Report
On March 30, 2000, Hoops, ("H"), was established as a Delaware limited partnership by and between HM and HH for the purpose of acquiring, owning, operating, and condu...
Trust Beneficiary Not Owner Of Trust Property
February 25, 2022 - Volume 16 Issue 38 Print Report
TP currentlylives in an assisted living facility. Prior to Date 1, TP lived in Residence (R) for 18 years. TP's mother established Trust (T). T holds fee si...
No Deduction For Sale Of Chemicals Used In Fracking
February 25, 2022 - Bulletin Print Report
Fracking is a method used in the oil and gas industry to create fractures in oil or gas bearing formations to maximize oil production. During the fracking process, TP pumps flu...
Retention Of "Surplus Equity" Did Not Violate The "Takings" Clause
February 25, 2022 - Bulletin Print Report
Tpurchased a condominium in Minneapolis in 1999. In 2010, she stopped paying taxes on the condominium. In Minnesota, property taxes are a perpetual lien against the prope...
Will BRK Use The "Equity Method" With Respect To AXP?
February 24, 2022 - Bulletin Print Report
Much like Liberty Media's stake in Sirius XM Radio, Berkshire Hathaway's proportionate interest in American Express has been increasing because each of Sirius and Ameri...
Certain Types of Diversification Do Not Invoke Sec. 351(e)
February 24, 2022 - Volume 16 Issue 37 Print Report
The stock of Y Corporation, (Y), is actively traded on a public stock exchange. Some of the shareholders of Y transferred their stock to X Corporation, (X), a newly-o...
Storage Tanks Were Not Assessable Real Property
February 24, 2022 - Bulletin Print Report
M is in the business of distributing propane. M operated out of a bulk plant with two above-ground fuel storage tanks, two sets of concrete piers and saddles on which the tanks...
When Does Ownership Of Condemned Property Pass?
February 24, 2022 - Bulletin Print Report
The plaintiffs operated EI and EIIas section 8 housing beginning in 1981. On October 7, 2005, the City of Joliet, ("J"), filed a condemnation action against the...
The Willens Deal Survey February 2022
February 23, 2022 - The Deal Survey: February 2022 Print Report
Welcome to this month's summary of deals. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database.
Ascertaining "Voting Power"
February 23, 2022 - Volume 16 Issue 36 Print Report
P is the common parent of an affiliated group filing consolidated income tax returns. Prior to June 5, 1981, S was also the common parent of an affiliated group filin...
Divorced Father Did Not Have A "Qualifying Child"
February 23, 2022 - Bulletin Print Report
P and his former spouse are the parents of three children. In March 2011, P and his former spouse entered into a marital settlement agreement whereby P's former spouse ...
Commercial Printer Denied "Manufacturing Credit"
February 23, 2022 - Bulletin Print Report
For 2014, petitioner, ("P"), qualified as a manufacturer for purposes of the Manufacturing and Agriculture Credit. In 2014, P sold or disposed of two pieces of printi...
Assuming "Valid Reorganization Expenses"
February 22, 2022 - Volume 16 Issue 35 Print Report
Mr. A owned all of the stock of X Corporation, (X). Y Corporation, (Y), acquired all ofthe assets of X in exchange for Y voting common stock and the assumption...
Health Care Fraudster Ineligible For Section 1341 Relief
February 22, 2022 - Bulletin Print Report
G asserts a single claim under section 1341 of the Internal Revenue Code to obtain a tax refund. G argues that he is entitled to a refund because he "reimbursed to Medicar...
I.R.S. Extends The Due Date For A "Regulatory Election"
February 22, 2022 - Bulletin Print Report
TP provides payment processing services to merchants. TP was interested in acquiring T. On Date 1, each share of T common stock was converted into the right to receive "x&...
"California Method" Does Not Result In Double Taxed Income
February 22, 2022 - Bulletin Print Report
APPs were part-year California, ("C"), residents in 2015 and timely filed a joint 2015 C Non-Resident or Part-Year Resident Income Tax Return. APPs reported earning i...
Taxpayer Did Not Make A "Timely" Rollover
February 18, 2022 - Volume 16 Issue 34 Print Report
Petitioner, (P), is a licensed electrical contractor. In 2009, P was working with TCC, a general contractor. TCC failed to pay P about $130,000 that he was due for wo...
Non-Payment Of Taxes Warranted Dismissal Of Complaints
February 18, 2022 - Bulletin Print Report
The complaints brought by plaintiffs pertain to fifteen vacant parcels of land situated in defendant. For tax years 2013 through 2015, NW filed appeals with the Board challengi...
Income From Section 338(h)(10) Deemed Sale Is Business Income
February 18, 2022 - Bulletin Print Report
AM is an 'S' corporation headquartered in North Carolina. It manufactures garage doors and it sells the garage doors throughout the United States, including in Californ...
BREIT Will Acquire APTS In A "Forward Cash Merger"
February 18, 2022 - Bulletin Print Report
Preferred Apartment Communities, ("APTS"), a real estate investment trust, announced that it has entered into a definitive agreement with Blackstone Real Estate Incom...
Exela Technologies, Inc. Launches Unusual Self-Tender Offer
February 17, 2022 - Bulletin Print Report
Exela Technologies, Inc., ("E"), is embarking on a self-tender offer the likes of which we have rarely, if ever, encountered. The company is offering to exchange up t...
What If FUN Incorporated?
February 17, 2022 - Bulletin Print Report
FUN is a publicly traded partnership that does not earn "qualifying income" but is, nevertheless, treated as a partnership for tax purposes. That is so because FUN is...
Shareholder Loans To 'S' Corporation Not Respected
February 17, 2022 - Volume 16 Issue 33 Print Report
TP is the 100 percent shareholder of S3, an 'S' corporation incorporated in 1983. TP also owns the majority interest in two other 'S' corporations, S1...
Transfer Of "QRP" To A Trust Is Not A "Disposition"
February 17, 2022 - Bulletin Print Report
Trust, ("T") was created on...with TP having sole ownership and control as trustee with the power to amend or revoke the trust agreement at any time. TP has, since th...
Property to Which Sec. 263A Applies
February 16, 2022 - Volume 16 Issue 32 Print Report
The petitioner, R, has been a real estate developer since 1989. In 1993, he operated his development business as a sole proprietorship under the name "SW".<...
Capital One Not Entitled To A Sales Tax Refund
February 16, 2022 - Bulletin Print Report
Some retailers offer a private label credit card for customers to use at the retailer's store. Purchases made with these credit cards are financed...by an outside financing...
PCG Will Pay Dividends In Arrears
February 16, 2022 - Bulletin Print Report
Pacific Gas & Electric recently announced that "the Utility declared payment of all cumulative and unpaid dividends on the Utility's preferred stock as of January...
Services Charges Not Subject To Live Entertainment Tax
February 15, 2022 - Volume 16 Issue 31 Print Report
Desert Palace, Inc. (DPI), doing business as Caesars Palace (C), maintains a live entertainment venue called the Colosseum (COL). C retained a third party, AEG, to manage the C...
Storage Of Raw Materials Not "Use" Thereof
February 15, 2022 - Bulletin Print Report
L is a Delaware corporation with its principal place of business in North Carolina. L manufactures cigarettes in North Carolina and sells those cigarettes throughout the U.S. I...
Married Individual Not A "Head Of Household"
February 15, 2022 - Bulletin Print Report
APP timely filed a 2018 California tax return. On that return, APP filed using the head of household, ("HOH"), filing status, identifying one of APP's sons as the...
A Municipal Corporation May Tax Beyond Its Borders
February 14, 2022 - Bulletin Print Report
In March 2020, the Governor of Ohio issued an executive order declaring a state of emergency in response to the COVID-19 virus. Ohio's director of health issued an order re...
Property Tax Petition Was Timely Filed
February 14, 2022 - Bulletin Print Report
Petitioner, ("P"), filed a property tax petition on December 31, 2020 challenging the 2019 assessment for taxes payable in 2020 for a property located in NU. P filed...
Indiana Court Rejects "Destination" Rule
February 14, 2022 - Volume 16 Issue 30 Print Report
Miller Brewing Company, (M), headquartered in Milwaukee, Wisconsin, manufactures and sells malt beverage products throughout the country....
Altruistic Son Found Liable For Father's Tax Deficiencies
February 11, 2022 - Volume 16 Issue 29 Print Report
Since 1993, the taxpayer, (SR), lived with his father, (JR),and provided care for him. In March, 2002, JR purchased a condominium in Delray Beach, Florida where...
Denial Of Property Tax Exemption Not Unconstitutional
February 11, 2022 - Bulletin Print Report
Wyo. Stat. Ann. section 39-13-105(a)(vi) provides a property tax exemption for qualifying veterans who have been bona fide citizens of the State of Wyoming for at least three y...
Estimated Tax Payments Are Not "Taxes Paid"
February 11, 2022 - Bulletin Print Report
F is a pass-through entity that operates medical facilities and provides ancillary healthcare services. F has four individual non-residents of Maryland, 20 non-resident pass-th...
Marijuana Business Denied Work Opportunity Tax Credit
February 11, 2022 - Bulletin Print Report
Does section 280E of the Internal Revenue Code prohibit a taxpayer from entitlement to the section 51 Work Opportunity Tax Creditfor wages paid or incurred in carrying on...
Stock Subject To Warrants Not Counted For Sec. 302 Purposes
February 10, 2022 - Volume 16 Issue 28 Print Report
Corporation, (C), established an employee stock ownership plan, (ESOP), on September 1, 1986. Prior to December 19, 1986, A, an individual, owned 100 percent (1,000 shares) of...
Rental Fee Serves The Purpose Of An Admission Fee
February 10, 2022 - Bulletin Print Report
The primary business of S is to lease (rent) go-carts, ("GCs"), to its customers and let the customers use its indoor racetrack. S does not charge an admission fee to...
Request For Refund Untimely
February 10, 2022 - Bulletin Print Report
The Division received TP'sresident2018 income taxreturn on June 9, 2021. TP's return was due on April 15, 2019. TP had taxes taken out in 2018 by with...
Debt Cancellation As A "Medium Of Payment" Of Other Income
February 9, 2022 - Volume 16 Issue 27 Print Report
In 1984, the taxpayers opened an account with Y, a brokerage firm. The brokerage firm claims that the taxpayers have a balance due on their account of "$x." The taxpa...
Restricted Stock Not Subject To Substantial Risk Of Forfeiture
February 9, 2022 - Bulletin Print Report
On August 10, 1999, L incorporated MOR, an 'S' corporation. On August 10, 1999, L caused MOR to form an ESOP and contributed 150 shares of common stock to the ESOP. The...
Private Foundation Not Eligible For A Basis Step-Up
February 9, 2022 - Bulletin Print Report
An organization exempt from tax under section 501(a) of the Code and described in section 501(c)(3), and which is classified as a "public charity" under section 509(a...
SAVE's Merger Needs To Satisfy The "Control Requirement"
February 8, 2022 - Bulletin Print Report
Spirit Airlines, Inc., ("SAVE"), and Frontier Group Holdings, Inc., ("ULCC"), announced a definitive merger agreement "under which the companies will c...
Damages For Breach Of Contract Not Taxable
February 8, 2022 - Volume 16 Issue 26 Print Report
In 1969, M agreed to construct a nuclear generating plant for P at a price of $250x. The contract specified that M would provide, at no additional cost to P, any additional ite...
Fraudulent Transfer Of Real Property Set Aside
February 8, 2022 - Bulletin Print Report
On December 18, 1998, K purchased a condominium in Virginia. On June 17, 1999, K purchased a parking space. The Cs are K's niece and nephew. The Cs reside in Poland. In May...
Merger Involving Only Foreign Corporations Is An 'A' Reorganization
February 8, 2022 - Bulletin Print Report
SPAC transactions are undertaken for the purpose of enabling a heretofore private entity to "go public." The transaction involving Maria DB Corporation Ab, ("M&q...
VF Corporation Hit With A $500 Million Tax Deficiency
February 7, 2022 - Bulletin Print Report
VF Corporation, ("VF"), and Timberland Co., ("T"),were combined on September 13, 2011. In the merger, a "reverse triangular cash merger," th...
Is GLPI's REIT Status In Jeopardy?
February 7, 2022 - Bulletin Print Report
On September 28, 2012, the Internal Revenue Service, (I.R.S.),issued LTR201337007. This ruling was issued to Penn National Gaming, Inc., ("PENN"), in conn...
Recovery Based On Faulty Tax Advice Not Taxable
February 7, 2022 - Volume 16 Issue 25 Print Report
Y wished to make as large a gift of money as possible to his son without currently incurring any gift tax. In reliance on his Tax Advisors' advice, Y made a gift to his son...
Driver's License And Voting Registration Determine Principal Residence
February 4, 2022 - Bulletin Print Report
Ps jointly owned two homes in Michigan, the "S property" and the "O property." PE lived in the O property and spent weekends, holidays, and some vacations a...
No "Good Cause" To Discontinue Filing Consolidated Return
February 4, 2022 - Volume 16 Issue 24 Print Report
The taxpayer, a manufacturing corporation incorporated in State M, is a common parent of an affiliated group of corporations consisting of the taxpayer and its wholly...
A Bona-Fide Discount Is Excluded From Sales Price
February 4, 2022 - Bulletin Print Report
TP sells books and school supplies primarily through school-hosted book fairs. It also sells books and supplies to schools that have hosted the fairs. A hosting school signs a...
Valid Consent To Extend Limitations Period Found
February 4, 2022 - Bulletin Print Report
During the course of an audit, P agreed to extend the statute of limitations on assessments. Based on the review of sales records for each test period, the auditor determined t...
Damages Not Deductible In Massachusetts
February 3, 2022 - Volume 16 Issue 23 Print Report
In December 2000, M was invited to become a member of Thomas Wessel Partners Group LLC (TWPG LLC) by making a capital contribution and receiving in exchange a 0.5 per...
Clinics Were Used To "Improve" A Hospital
February 3, 2022 - Bulletin Print Report
The District was formed in 1976 as a public, non-profit healthcare organization to provide health care to rural communities. The District is a municipal corporation and politic...
California Pension Fund Not Exempt From Maryland Transfer Tax
February 3, 2022 - Bulletin Print Report
An LLC owned by a pension fund for the employees of Los Angeles County, California, purchased real property in Prince George's County. Absent an exemption, a transferee, su...
Failure To Achieve Business Purpose Not Fatal
February 3, 2022 - Volume 44 Issue 69 Print Report
D corporation is a publicly traded corporation that conducts Business A and Business B directly. D corporation conducts Business C through its wholly owned subsidiary, C corpor...
FUN Receives A Takeover Offer
February 2, 2022 - Bulletin Print Report
Cedar Fair, L.P., ("FUN"), is a publicly traded partnership. In fact, it is a member of a very exclusive club--it is an "Electing 1987 Partnership." (The on...
Brokerage Services Excluded From The Benefits Of Section 1202
February 2, 2022 - Bulletin Print Report
C operates a website on which potential lessees may use the website to make non-binding reservations for the use of certain facilities at specified rental rates from lessors th...
Valvoline Did Not Breach "Tax Matters Agreement"
February 2, 2022 - Bulletin Print Report
Ashland Global Holdings, Inc., ("A"), decided to separate out the Valvoline, ("V"), business and V became its own public company in early 2017. A and V ente...
Deemed Redemption Not Equivalent To A Dividend
February 2, 2022 - Volume 16 Issue 22 Print Report
Reg. Sec. 1.302-2(b) states that the question of "dividend equivalency" (with respect to a redemption of stock) is primarily one of looking at all the facts...
Building Excise Tax Does Not Apply To Parking Garage
February 1, 2022 - Bulletin Print Report
H objects to the imposition of a building excise tax, ("BET"). The tax was levied on two parking garages constructed by H. The issuance of building permits for the ga...
Transfer Of Lease Not Subject To Conveyance Tax
February 1, 2022 - Bulletin Print Report
In 1995, the Rhode Island General Assembly enacted the "mall act," authorizing a public investment in the development of the Providence Place Mall and an associated p...
Engineer Not A Trader
February 1, 2022 - Volume 16 Issue 21 Print Report
During the years at issue, A was the vice president of engineering at STI where his annual salary in 2008 was $230,000. A began buying and selling securities in 1994....
Roth IRA Eligible For Bankruptcy Exemption
February 1, 2022 - Bulletin Print Report
H guaranteed a loan with the Bank. H defaulted on his loan and filed for Chapter 7 bankruptcy. H disclosed an interest in the following retirement accounts: (1) Traditional IRA...
Active Participant Not Entitled To I.R.A. Deduction
January 31, 2022 - Volume 16 Issue 20 Print Report
From January 1 through July 6, 2008, Petitioner (P) worked for S, where she earned wages of $52,621. During her employment with S, P was not covered by an employer re...
Valid Informal Refund Claim Found
January 31, 2022 - Bulletin Print Report
In February 2011, the I.R.S. performed an audit of Ps for the years 2007-2009. The I.R.S. disallowed Schedule C business expenses and assessed Ps tax, interest, and penalty. Th...
Supreme Court Explains The Contours Of The "Duty Of Prudence"
January 31, 2022 - Bulletin Print Report
Northwestern University, ("NU"), offers two retirement plans to eligible employees: the Retirement Plan and the Savings Plan. Both Plans are defined contribution plan...
Attribution To and From Trusts
January 28, 2022 - Volume 16 Issue 19 Print Report
Trust, (T),and one of its beneficiaries, Mr. A, own all of the stock of X Corporation, (X). None of the stock owned by Mr.A is constructively owned...
Transfer Pricing Adjustments Included in Gross Income
January 28, 2022 - Bulletin Print Report
This case involves three separate legal entities that fall under the umbrella of parent company, a large investment management company. Entity A operates as a portfolio manager...
Zimmer Biomet Holdings Will Make Good Use Of Retained ZimVie Stock
January 28, 2022 - Bulletin Print Report
Zimmer Biomet Holdings, Inc., ("ZB"), is in the process of separating its "core orthopedics business" from its spine and dental businesses. The separation w...
Storage Of Property Is Not "Manufacturing Or Processing"
January 28, 2022 - Bulletin Print Report
The taxpayer, a cold storage provider with a facility in Virginia, receives fresh meat products from customers, reduces the temperature of the product to freezing or near-freez...
Deemed Liquidation Constitutes A Section 354(b)(1)(B) "Distribution"
January 27, 2022 - Bulletin Print Report
HC 1 is a Country A company, classified as a corporation for U.S. federal income tax purposes, owned by members of a family of U.S. individuals (each a "family member"...
Vector Group's Spin-Off Of Douglas Elliman Will Be Partially Taxable
January 27, 2022 - Bulletin Print Report
Vector Group, Ltd., ("VGR"), will soon be distributing the vast majority of thestock of its wholly-owned subsidiary, Douglas Elliman, Inc., ("DOUG"),...
Characterizing Foreclosure Gains
January 27, 2022 - Volume 16 Issue 18 Print Report
A bank issues mortgage loans as a regular part of its banking business. On December 15, 1965, the bank placeda loan with A in the amount of $450x. The loan was...
"As-Applied" Constitutional Challenge Succeeds
January 27, 2022 - Bulletin Print Report
P is commercially domiciled in Virginia and authorized to do business in North Carolina, ("NC"). P is subject to NC Franchise Tax. P was wholly-owned by Altria Group,...
Delivery Charges Are Included In "Sales Price"
January 26, 2022 - Bulletin Print Report
Plaintiff, ("P"),is a licensed motor carrier that transports aggregate material in bulk quantities for its customers engaged in construction projects. P purchas...
Qui Tam Award Not Eligible For Capital Gains Treatment
January 26, 2022 - Volume 16 Issue 17 Print Report
Petitioner husband (PH) served as a reimbursement manager for KI. PH believed that KI's practices violated Federal law. PH and another KI employee, B, agreed to f...
MO Can Deduct The Full Amount Of Punitive Damage Payments
January 26, 2022 - Bulletin Print Report
In 1997, the estate of JW sued Philip Morris, ("PM"). The jury awarded economic damages, non-economic damages, and punitive damages. The Oregon Supreme Court affirmed...
True Object Of Mixed Transaction Is Performance Of Services
January 26, 2022 - Bulletin Print Report
Taxpayer, ("TP"), provides security monitoring services for both residential and commercial customers. In addition to the basic service, TP offers an optional system,...
Bargain Purchase Of Mortgaged Property Produces Ordinary Income
January 25, 2022 - Volume 16 Issue 16 Print Report
X, which qualifies as a REIT, engages primarily in short-term financing activities, such as originating, making, and servicing construction and development loans that...
Divorced Father Was Not A "Head Of Household"
January 25, 2022 - Bulletin Print Report
S is the father of two minor children, IJH and MJS. S shares joint legal custody of his two children pursuant to a Custody Order dated September 11, 2012. The Custody Order ind...
Airplane Not "Farm Machinery And Equipment"
January 25, 2022 - Bulletin Print Report
Is Applicants'out-of-state purchase of an antique airplane for use in their cattle and goat operations subject to sales and use tax under Chapter 144? The answer is a...
The Willens Deal Survey January 2022
January 24, 2022 - The Deal Survey: January 2022 Print Report
Welcome to this month's summary of deals. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database.
Zogenix Shareholders Will Receive "CVRs"
January 24, 2022 - Bulletin Print Report
UCB S.A., ("U"), and Zogenix, Inc., ("Z"), announced that the companies have entered into a definitive agreement under which U will acquire all of the capit...
Literal Compliance With Section 7433 Is Required
January 24, 2022 - Bulletin Print Report
Plaintiffs, C and K, filed an action seeking damages under sections 7433 and 7426 of the Internal Revenue Code. Defendant has filed a Motion to Dismiss based on C's failure...
Irrevocable Renunciation Of Interest In Trust
January 24, 2022 - Volume 16 Issue 15 Print Report
The shareholders of Y corporation (Y) are A, B, (who is unrelated to A), and Trust (an inter vivos 10-year accumulation trust). A was a contingent beneficiar...
Debt Acquired By Related Party
January 21, 2022 - Volume 16 Issue 14 Print Report
On January 1, Year 1, P issued indebtedness that provides for monthly interest payments of $80,000 and a principal payment of $10,000,000 on its stated maturity date...
Taxpayer Did Not Engage In Qualifying "Remediation"
January 21, 2022 - Bulletin Print Report
Taxpayer, ("TP"), performs environmental remediation services... During the Audit Period, TP remediated radioactive waste from a mine. No weapons grade radio...
OTCs Are Not "Hotels"
January 21, 2022 - Bulletin Print Report
On January 2, 2019, plaintiff filed suit against defendants who facilitated online reservations for hotel rooms between consumers and hotels. The petition alleged that the &quo...
"Immediate Supervisor" Personally Approved Penalty Determination
January 21, 2022 - Bulletin Print Report
The instantcase involves a charitable contribution deduction claimed by L for a conservation easement. The I.R.S. disallowed the deduction and determined penalties. Secti...
Absence of Resale Certificate Fatal
January 20, 2022 - Volume 16 Issue 13 Print Report
Petitioner, (P), is a large volume retailer and wholesale distributor of electronic home entertainment equipment. P operated 26 retail stores in the New York City metropolitan...
Nexus (Without Physical Presence) Supports Assessment Of Tax
January 20, 2022 - Bulletin Print Report
The Audit Division concluded that TP had sufficient contacts with Washington, ("W"), to establish nexus, based on the attribution of the physical presence of the reta...
Software Developer Qualified As A "Manufacturing Corporation"
January 20, 2022 - Bulletin Print Report
Almost all of the revenues that AK derived from its CDNbusiness units were attributable to the sale of software products, (the "CDN Software Products"). AK'...
Dell's Private Letter Ruling Reveals How VMware Was Jettisoned
January 19, 2022 - Bulletin Print Report
On September 7, 2016, the predecessor of Dell Technologies, Inc., ("DTI"), completed the acquisition of the stock of EMC Corporation, ("EMC"). One of EMC...
Residuary Legatee's Stock Attributed To Estate
January 19, 2022 - Volume 16 Issue 12 Print Report
B died in 1954. His estate included 755 shares of a corporation's outstanding 757 shares of common stock. In 1957, the estate sold 89 shares of such stock to the estate. Th...
Vaccine Mandate For Healthcare Workers Upheld
January 19, 2022 - Bulletin Print Report
In November 2021, the Secretary of Health and Human Services, (the "Secretary"), announced that, in order to receive Medicare and Medicaid, ("M&M"), fun...
Refund Claim Keeps Tax Period "Open"
January 19, 2022 - Bulletin Print Report
On June 13, 2017, the Department of Revenue, (the "Department"), issued a proposed assessment based upon its audit of P's 2012-2015 corporate income tax returns....
Even Partial Days Count For N.Y. Residency Determinations
January 18, 2022 - Volume 16 Issue 11 Print Report
Petitioners filed joint nonresident income tax returns for 2005 and 2006. During those years, petitioners maintained a permanent place of abode in New York. The Division issued...
Tuition Tax Credit Denied
January 18, 2022 - Bulletin Print Report
Ps' son, MH, was enrolledat Clemson University, ("CU"), during tax year 2018. MH was enrolled during the 2018 spring and fall semesters at CU. However, for...
Resident Taxed On Retirement Plan Distribution
January 18, 2022 - Bulletin Print Report
From the beginning of 2014 until July 21, 2014, R was employed and working in Colorado. During his employment in Colorado, he participated in a 401(k) plan sponsored by his emp...
The Supreme Court Stays The "Vaccine Mandate"
January 14, 2022 - Bulletin Print Report
The Secretary of Labor, acting through the Occupational Safety and Health Administration, ("OSHA"), recently enacted a vaccine mandate for most of the Nation's wo...
Teekay Corporation To Redeem Convertible Notes
January 14, 2022 - Bulletin Print Report
Teekay Corporation, a corporation organized under the laws of the Marshall Islands, is offering to purchase any and all of the outstanding 5.00 percent Convertible Senior Notes...
Refinery Supplier Earns Qualifying Income
January 14, 2022 - Volume 16 Issue 10 Print Report
X is a publicly traded partnership. X is primarily engaged in the business of operating a system of petroleum product and crude pipelines, storage tanks, distribution terminals...
Disability Does Not Toll The Statute Of Limitations
January 14, 2022 - Bulletin Print Report
The taxpayer filed her 2016 Virginia individual income tax return in August 2020, claiming a refund. The Department of Taxation, (the "Department"), denied the refund...
Education Did Not Qualify Pilot For New Trade Or Business
January 13, 2022 - Volume 16 Issue 9 Print Report
Petitioner is a professional airline pilot licensed by the Federal Aviation Administration since 1967. Prior to 1978, petitioner was employed as a pilot by a charter airline.
The United States Is Not Bound By State Limitations Statutes
January 13, 2022 - Bulletin Print Report
JB owes the United States unpaid taxes for the tax years 1999 through 2006. The United States filed an action on August 1, 2019 to reduce to judgment JB's tax liabilities....
COVID-19 Does Not Justify Abatement Of Late Filing Penalty
January 13, 2022 - Bulletin Print Report
TP is in the business of oil and gas production. TP operates in New Mexico, ("NM"), and in 15 other states. TP remits severance tax payments in all 16 states where it...
Deduction Not Denied Due Solely To "Poor Dividend History"
January 12, 2022 - Volume 16 Issue 8 Print Report
In Charles McCandless Tile Service v. United States , 422 F.2d 1336 (Ct. Cl. 1970), the court found that the compensation paid by a closely held corporation w...
Confidential Reports Exempt From Sales Tax
January 12, 2022 - Bulletin Print Report
Petitioner, ("P"), is a multilevel marketing company that sells health and beauty products to consumers through network marketing channels. The network marketing arra...
Philadelphia's Wage Tax Is Not Discriminatory
January 12, 2022 - Bulletin Print Report
TP is a resident of Philadelphia, ("PH"), Pennsylvania, ("P"). She worked full time in Wilmington, ("W"), Delaware, ("D"). TP's empl...
TTWO And ZNGA Are Planning A Reorganization
January 11, 2022 - Bulletin Print Report
Take-Two Interactive Software, Inc., ("TTWO"), and Zynga, Inc., ("ZNGA"), announced that they have entered into a definitive agreement pursuant to which &qu...
Financial Consultant Can Deduct Costs Of Obtaining Masters Degree
January 11, 2022 - Volume 16 Issue 7 Print Report
Y received an M.B.A. in December 1977, and was employed thereafter as a financial consultant . In 1986, Y resigned from his full-time financial and administra...
Printing Is A Manufacturing Activity
January 11, 2022 - Bulletin Print Report
R, a manufacturer of cash register tapes, was founded in 1989. The purchase of electricity is generally subject to a sales and use tax. The Tax Code defines "manufacturing...
Lack Of Signature And Verification Means Claims Were Not "Duly Filed"
January 11, 2022 - Bulletin Print Report
The Bs are United States citizens. In October 2018, the I.R.S. received amended returns for the Bs for 2015 and 2017. These returns were prepared and signed by their attorney,&...
Substitution of Notes Creates 'S' Corporation Basis
January 10, 2022 - Volume 16 Issue 6 Print Report
Mr. G owned 25 percent of the stock of F Corporation, (F). F was an electing small business corporation--an 'S' corporation. F borrowed $450,000 from Bank, (B...
Mere Assembly Is Not Manufacturing
January 10, 2022 - Bulletin Print Report
TP is engaged in the business of assembling, and then selling at the wholesale level, pre-cooked frozen ingredients into frozen sandwiches, entrees, and "bowl/bag" ty...
For-Profit Entity Granted Property Tax Exemption
January 10, 2022 - Bulletin Print Report
Wildwood Forest, LLC, ("W"), applied for an exemption for its real property. The Board of Appeals found the property was 100 percent taxable. The Boy Scouts of Americ...
Orthodontics Is Not A New Trade Or Business
January 7, 2022 - Volume 16 Issue 5 Print Report
The taxpayer, a dentist engaged in "general dental practice," returned to dental school for post-graduate studies in orthodontics. He attended dental school...
State Representative Not Liable For Delinquent Property Taxes
January 7, 2022 - Bulletin Print Report
On August 24, 1988, Representative MoniqueDavis, ("D"), entered into an agreement to rent the Property, a one-story office building owned by the Chicago Board o...
Per Session Method Properly Used To Determine "Wagering Gains"
January 7, 2022 - Bulletin Print Report
Taxpayers are individuals who reside outside of Indiana. During 2019, Taxpayers made repeated visits to a casino in Indiana and played slot machines. For each casino visit, Tax...
Compromising A Disputed Liability
January 6, 2022 - Volume 16 Issue 4 Print Report
Prior to April 1996, petitioner (P)maintained two credit card accounts with MBNA, an M account and a V account. On April 8, 1996, the balance due on his V accou...
The "BAP" Is Properly Used In Determining The QEZE "Tax Factor"
January 6, 2022 - Bulletin Print Report
FG is the CEO and sole shareholder in two corporations, FGRand TLC, each certified in the New York State Empire Zones Program. FG also owned FIS, also certified in the Pr...
Near Certain Merger Must Inform Valuation Of Stock
January 6, 2022 - Bulletin Print Report
D is the founder of Company. At the end of Year 1, D contacted two Investment Advisors to explore the possibility of finding an outside buyer. In Year 2, approximately six mont...
Bankruptcy Does Not Terminate "Affilation"
January 5, 2022 - Volume 16 Issue 3 Print Report
X is the common parent of an affiliated group of corporations filing a consolidated return. Y has been a wholly owned subsidiary of X since its organization in "...
Qui Tam Payments Are "Incentive Payments"
January 5, 2022 - Bulletin Print Report
Mr. O filed a qui tam action in 2014 alleging that his employer violated the False Claims Act, ("FCA"). The federal government intervened and began prosecuting the ca...
Certain Tax Credits Are "Federal Aid Assistance"
January 5, 2022 - Bulletin Print Report
Debtor, ("D"), filed a chapter 7 petition on December 30, 2020. A month later, D filed her 2020 federal incometax return and received a refund, claiming it full...
WMB Is Awarded A "Break-Up" Fee
January 4, 2022 - Bulletin Print Report
Williams Companies, Inc., ("WMB"), will receive, after years of litigation, a "termination fee" from Energy Transfer, L.P., ("ET"),in the am...
Applying NOLs
January 4, 2022 - Volume 16 Issue 2 Print Report
The petitioners are the sole shareholders of RWH, Inc., (RWH), an 'S' corporation. As individual taxpayers, the petitioners suffered losses for the taxable ye...
Cuomo Executive Order Did Not Toll Statutory Protest Deadline
January 4, 2022 - Bulletin Print Report
The subject of the motion of the Division of Taxation, (the "Division"), is the timeliness of petitioners' protest of a notice of deficiency. Petitioners filed a...
Costs Of Acquiring and Installing "USTs" Are Deductible
January 3, 2022 - Volume 16 Issue 1 Print Report
X employs the accrual method of accounting. X operates a manufacturing facility. In the past, X's manufacturing operations have produced waste by-products. X plac...
Costco Penalized For "Paper" Filing
January 3, 2022 - Bulletin Print Report
Costco, ("C"), filed its amended 2016 Alaska corporation net income tax return on December 19, 2019. It filed the return on a paper form. Its final net Alaska income...
California Corporation Had Sufficient Nexus With Oregon
January 3, 2022 - Bulletin Print Report
OI provided "VoIP" services to customers nationwide, including in Oregon, ("O").VoIP services allow customers to make phone calls using a broadband in...
Transfers "Upon Its Organization" Exempt From Sales Tax
December 31, 2021 - Volume 15 Issue 250 Print Report
Petitioner, (P), was incorporated on February 1, 1980, and its sole business is the transportation and delivery of beer sold to retail establishments by its sister co...
How Much Is A Basis Step-Up Worth?
December 31, 2021 - Bulletin Print Report
FactSetResearch Systems, Inc., ("FDS"), announced that it has entered into a definitive agreement, (the "Asset Purchase Agreement"), to acquire the CU...
City Cannot Seek Review Of Appeals Board's Determination
December 31, 2021 - Bulletin Print Report
This case raises the novel question of whether the municipality itself can seek certiorari review of a determination of the municipality's board of review. The Church owns...
Only A Trustee's Activities Are Relevant For "Material Participation"
December 31, 2021 - Bulletin Print Report
CLT is an irrevocable trust created by the Hs in 2005. JH served as trustee and LH, his wife, served as special trustee. The trust document names JH's mother as beneficiary...
"At The Election Of Any Shareholder"
December 30, 2021 - Volume 15 Issue 249 Print Report
Plaintiff, JR, in 1960, received a stock dividend from RMC. Sec. 305(a) provides as a general rule that the value of a stock dividend is not included in gross income....
Hook Stock Holder Does Not Participate In Spin-Off
December 30, 2021 - Bulletin Print Report
D is the parent of a worldwide group. D has a single class of voting common stock outstanding, approximately "a%" of which is owned by US Sub 1, a subsidiary of D. Su...
Lundin Energy And AkerBP Are Planning An "RMT" Transaction
December 30, 2021 - Bulletin Print Report
The Board of Directors of each of Lundin Energy AB, ("Lundin"), and AkerBP, ("Aker"),have reached an agreement on a business combination which will cr...
Rentals From Real Estate Excluded From "NESE"
December 30, 2021 - Bulletin Print Report
1. TP owns and rents, in the course of a trade or business, a vacation property via an online rental marketplace. TP provides...items to make the vacation property fully habita...
QDEL And OCDX Planning A "Global" Section 351 Transaction
December 29, 2021 - Bulletin Print Report
Quidel Corporation, ("QDEL"), and Ortho Clinical Diagnostics plc, ("OCDX"), announced that they have entered into a definitive agreement in which QDEL...
T's Spin-Off "Blessed" By The I.R.S.
December 29, 2021 - Bulletin Print Report
Last May, AT&T, Inc., ("T"), entered into an agreement with Discovery, Inc., ("DISCA"), to pursue a so-called "Reverse Morris Trust," ("R...
Only Reasonable Compensation Is Deductible Under Sec. 83
December 29, 2021 - Volume 15 Issue 248 Print Report
P was the president and controlling shareholder of Corporation, (C). His sons, A and B, were both vice-presidents of C. Each son owned "m" shares of C's...
Student Loan Discharges Should Not Be Reported
December 29, 2021 - Bulletin Print Report
Section 9675(a) of the American Rescue Plan Act of 2021, ("ARP"), amended section 108 of the Internal Revenue Code, to provide a special rule for discharges of certai...
Donkey Breeding Activity Was Engaged In For Profit
December 29, 2021 - Bulletin Print Report
In 2004, the Hs formed E. The Hs decided, in mid-2010, to move forward with breeding miniature donkeys, ("MDs"). H thought himself well positioned for this endeavor g...
The "True Object" Test Permits Exemption From Sales Tax
December 28, 2021 - Bulletin Print Report
The Taxpayer contacts with the United States Navy to repair and replace various command, communication, control, intelligence, surveillance and reconnaissance systems on Navy s...
Homeowners' Association Has Standing To Pursue Property Tax Appeals
December 28, 2021 - Bulletin Print Report
The Association is a homeowners' association. On or about July 6, 2017, the Association filed an appeal with the Board of Review, ("BOR"), challenging the propert...
Loss Corporation Avoids The Full Rigors Of The "Segregation Rules"
December 28, 2021 - Bulletin Print Report
Where a "loss corporation" (i.e., a corporation which is entitled to use a net operating carryover...for the taxable year that includes a testing date...or has a net...
Closed-End Fund Eligible For Sec. 852(b)(6) Relief
December 28, 2021 - Volume 15 Issue 247 Print Report
F is a closed-end management investment company. Its shares are listed and traded on the New York Stock Exchange. F has elected to be treated as a regulated investment company...
BP Proposes To "Roll Up" BPMP
December 27, 2021 - Bulletin Print Report
One of the more popular transactions of the last few years has been the so-called "partnership roll up," a transaction in which the corporate sponsor of a Master Limi...
Credits Can Offset The Affiliated Group's Tax Liability
December 27, 2021 - Volume 15 Issue 246 Print Report
Isle of Capri Casino, Inc. (IOC) computes its Mississippi (M) corporate income tax and franchise tax on a combined basis with its affiliated entities. Four entities in the affi...
Tenants-In-Common Agreement Did Not Create A Business Entity
December 27, 2021 - Bulletin Print Report
On April 4, 2016, a Tenants-In-Common Agreement was created by a group of individuals and business entities. The Agreement explicitly states that they are not a business entity...
Tax On Limestone Purchases Ruled Unconstitutional
December 27, 2021 - Bulletin Print Report
N owns and operates an electrical power generating facility in which it produces multiple products. N introduces limestone into its process for the dual purposes of inhibiting...
Intellectual Property Not Held "Primarily For Sale"
December 23, 2021 - Volume 15 Issue 245 Print Report
Y is a tax-exempt supporting organization under Sec. 501(c)(3). Y is governed by and supports the public university system in the state in which it is incorporated. Y provides...
Storage Fees And Pipeline Use Fees Are "Rents From Real Property"
December 23, 2021 - Bulletin Print Report
TP intends to elect to be taxed as a real estate investment trust, ("REIT"). TP owns two Storage Terminal Facilities. The Storage Terminal Facilities also include oth...
The Sales Tax Is A "Destination" Tax
December 23, 2021 - Bulletin Print Report
Petitioner, ("P"), was the president of Home Depot, Inc.,("HDI"), a New Jersey corporation specializing in the sale and installation of hotel furnishi...
Absence Of Income Collection Does Not Preclude An "ATB"
December 23, 2021 - Bulletin Print Report
Distributing, ("D"), is a publicly traded State A corporation. From its incorporation in Year A (more than five years ago), D has engaged in research and development...
BRG's "Spin-Off" Will Be Treated As A Liquidating Distribution
December 22, 2021 - Bulletin Print Report
Bluerock Residential Growth REIT, Inc., ("BRG"), announced it has entered into a definitive agreement with affiliates of Blackstone Real Estate Partners IX L.P., (&qu...
Leaseholds Are Equivalent To Fee Interests In Real Estate
December 22, 2021 - Volume 15 Issue 244 Print Report
The Partnership is engaged in the general practice of law. No partner of the Partnership has more than a five percent interest in the capital or profits of the Partne...
Absence Of Enclosed Structure Does Not Preclude A "Lease"
December 22, 2021 - Bulletin Print Report
Taxpayers, ("TPs"), rent out RV storage spaces for 'dead storage' of vehicles. TPs entered into written agreements with tenants and collected rent in exchange...
LendingTree's Primary Function Is To Consummate A Loan
December 22, 2021 - Bulletin Print Report
Petitioner, ("P"), is a Delaware limited liability company headquartered in Charlotte, North Carolina. P operates an online marketplace through which it connects pros...
"Granite Trust" Technique Under Siege
December 21, 2021 - Bulletin Print Report
In order to encourage public utility holding companies to simplify their corporate structures, Congress enacted section 112(b)(6), in the Revenue Act of 1935,the predeces...
Open Market Repurchases Do Not Impact "Continuity of Interest"
December 21, 2021 - Volume 15 Issue 243 Print Report
T merges with and into P, a corporationthe stock of whichis widely held, and is publicly and actively traded. In the merger, the T shareholders receive, i...
Cargill Is Subject To New Jersey's "Litter Fee"
December 21, 2021 - Bulletin Print Report
Cargill, ("C"), processes and manufactures meat products at various locations around the country. None of these locations are in New Jersey, ("NJ"). The mea...
HOG Chooses A Tax-Free Transaction With IMPX
December 21, 2021 - Bulletin Print Report
Harley-Davidson, Inc., ("HOG"), and AEA-BridgesImpact Corporation, ("IMPX"), a special purpose acquisition company organized under the laws of the Cay...
The Willens Deal Survey December 2021
December 20, 2021 - The Deal Survey: December 2021 Print Report
Welcome to this month's summary of deals. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database.
Absence Of Active Business Precludes Section 162 Deductions
December 20, 2021 - Bulletin Print Report
PH purchased 10 acres of property in California, (the "property"). The property was in the middle of the Mojave Desert. PH purchased the property with the intent of d...
ENTG's Stock Will Be Taxable
December 20, 2021 - Bulletin Print Report
Entegris, Inc., ("ENTG"), and CMC Materials, Inc., ("CCMP"), announced that the companies have entered into a definitive agreement pursuant to which "E...
MMM To Engage In A "Leveraged" RMT Transaction
December 20, 2021 - Bulletin Print Report
Neogen Corporation, ("Parent"), and 3M, (the "Company" or "3M"), announced that they have entered into a definitive agreement pursuant to which 3M...
Transfer Of Property To Revocable Living Trust Can Be A "Sale"
December 20, 2021 - Volume 15 Issue 242 Print Report
Petitioner formed a revocable living trust for probate planning purposes, and sought to transfer title and registration for a motor vehicle to the trust. A "reta...
Amount Received On Policy Termination Includes Capitalized Interest
December 17, 2021 - Volume 15 Issue 241 Print Report
In June 1989, B acquired an insurance policy on his life from NW. The policy was a so-called "whole life" policy having both acash value and loan feat...
Designer's Services Income Was Properly Allocable To Washington
December 17, 2021 - Bulletin Print Report
T is an industrial design firm headquartered in Seattle. T specializes in designing the interior of passenger airplanes. T contracts with Boeing, ("B"), to provide su...
Interest On "Obligations" Of A Political Subdivision Was Tax Exempt
December 17, 2021 - Bulletin Print Report
The Plaintiffs in this action are real estate developers, ("Plaintiffs" or "Developers") who sought to develop parcels of land in Colorado. Developing the l...
Terminix Global Holdings, Inc. And Rentokil Initial PLC Will Join Forces
December 17, 2021 - Bulletin Print Report
Rentokil Initial plc, ("RIP"), a U.K. corporation, and Terminix Global Holdings, Inc., ("TGHI"), announced that they have entered into a definitive agreemen...
Leveraged Spin-Offs May Lose Some Of Their Allure
December 16, 2021 - Bulletin Print Report
Almost every spin-off undertaken nowadays is of the "leveraged" variety. In a leveraged spin-off, the goal is to "shift" debt from remainco to spinco on a t...
Continuity Of Interest Met When Historical Shareholder Dissolves
December 16, 2021 - Volume 15 Issue 240 Print Report
P owned all of the stock of S for over five years during which time P had been activelyengaged in the manufacture and sale of wire products and S had been activ...
Nights Spent Determine A Child's Principal Place Of Abode
December 16, 2021 - Bulletin Print Report
B has one child, BB, from a prior marriage to AB. The Divorce Decree was entered on August 15, 2013. Accompanying the Divorce Decree was a "Parenting Plan." The Paren...
Coca-Cola Has No Legitimate "Reliance Interests"
December 16, 2021 - Bulletin Print Report
On November 18, 2020, the Tax Court issued an Opinion in this case, 135 T.C. 145 (2020). See The Willens Report, Estranged Spouse Is A "Member Of The Household"
December 15, 2021 - Bulletin Print Report
O was the sole owner of a house on Hilton Head Island, ("HHI"). She occupied the property as her primary legal residence. O timely applied for the 2017 tax year, seek...
Timely Request To Revoke Section 83(b) Election Honored
December 15, 2021 - Bulletin Print Report
On Date 1, Y was granted "x" restricted stock units of Employer, subject to a substantial risk of forfeiture. On Date 2, Y filed an election under section 83(b) of th...
Overlapping Directors Do Not Spoil A "Retention" Spin-Off
December 15, 2021 - Bulletin Print Report
Distributing is a publicly traded State A corporation and the common parent of an affiliated group, (the "Distributing Group"). Distributing has a single class of vot...
Reporting Debt Discharges
December 15, 2021 - Volume 15 Issue 239 Print Report
Entity 1 is a financial institutionwhich providesits members certain"thrift" services, such as checking and savings accounts, certificates...
No Equitable Tolling Of New York State's Statute Of Limitations
December 14, 2021 - Bulletin Print Report
Petitioner filed a 2014 amended New York resident income tax return. Petitioner's amended return was dated April 10, 2018. However, the envelope containing the return indic...
Environmental Risk Reports Are Not Subject To Sales Tax
December 14, 2021 - Bulletin Print Report
Petitioner, ("P"), is a consulting firm. P's clientele consists almost exclusively of banks and financial institutions. P's services include real-estate valua...
Historic Homeowner Rehabilitation Credit Allowed
December 14, 2021 - Volume 15 Issue 238 Print Report
By a deed recorded on March 29, 2011, Petitioner was conveyed property at 19 Pleasant Street, Sidney, New York. The property was conveyed to him subject to "the...
Sale Of Property Did Not Terminate Partnership
December 13, 2021 - Bulletin Print Report
In 2002, ALLC was organized as a limited liability company in California. In 2002, ALLC purchased real property, (the "Property"), for $5,850,000. On November 14, 201...
Virtual Presence Did Not Satisfy The Physical Presence Requirement
December 13, 2021 - Bulletin Print Report
AP was an online retailer headquartered in California that sold automobile parts and accessories . AP sold products over the Internet and to a lesser extentby catalog to...
Navigating Sec. 249's Safe Harbor Is Treacherous
December 13, 2021 - Volume 15 Issue 237 Print Report
T issued, at face value, $X million of a% convertible debentures. The debentures had a term of 15 years. Each $Y of debt principal was convertible into one share of T...
State Taxes Were Non-Dischargeable In Bankruptcy
December 13, 2021 - Bulletin Print Report
S failed to file California tax returns in the 1990, 1991, 1992, and 1996 tax years. Around 2007, the I.R.S. made upward adjustments in S's federal tax liability for those...
Agreement Found To Be A Taxable "License"
December 10, 2021 - Bulletin Print Report
TP is an electric and natural gas utility. TP reportedrevenue from cable companies and other utilities to use TP's utility poles under the Service and Other Activitie...
An Entertainment Venue Failed To Collect and Remit Sales Tax
December 10, 2021 - Volume 15 Issue 236 Print Report
Petitioner, (P), is a Nevada limited liability company with its principal place of business in New York, New York. P owns and operates the Hustler Club which is an ad...
Whirlpool's CFC Earned Foreign Base Company Sales Income
December 10, 2021 - Bulletin Print Report
Subpart F taxes an American corporation directly on certain kinds of income held by its foreign subsidiaries--which Congress referred to as "controlled foreign corporation...
Repurchase Premium Paid In Stock Is Deductible
December 9, 2021 - Volume 15 Issue 235 Print Report
TP filed a voluntary petition on Date 1 to reorganize under Chapter 11 of the Bankruptcy Code. TP submitted a plan of reorganization (the Plan) which was approved on...
"Tacit Consent Rule" Used To Certify Joint Return
December 9, 2021 - Bulletin Print Report
The Ss have lived together at their current family home in New York since 1999. O handled all financial affairs. A chose to remain uninvolved with her family's financial ma...
Refund Suit Barred By Sovereign Immunity
December 9, 2021 - Bulletin Print Report
In 2013, the I.R.S. examined F's taxes for 2010-2012 and increased his taxable income for each year. F did not pay the additional taxes right away. So, in 2016, the I.R.S....
Like-Kind Exchanges Are Taxable In Pennsylvania
December 9, 2021 - Bulletin Print Report
TPshold equal shares in a number of limited partnerships for the purpose of buying, selling, developing, and managing real estate. Each limited partnership reported its p...
Has Liberty Media Corporation Slain The Active Business Dragon?
December 8, 2021 - Bulletin Print Report
Liberty Media Corporation, ("LMC"), and SiriusXM Holdings, Inc., ("SIRI"), have had a long and rather interesting relationship. More than five years ago, LM...
Loans By REITs Secured By Ownership Interests In Entities
December 8, 2021 - Volume 15 Issue 234 Print Report
Sec. 856(c)(4)(A) provides that at the close of each quarter of its taxable year, at least 75 percent of the value of a REIT's total assets must be represented by...
Taxpayer Did Not Resell Tangible Personal Property
December 8, 2021 - Bulletin Print Report
Taxpayer, ("TP"), provides remote access software. TP filed a request for refund of retail sales tax paid on the servers it purchased. The application was denied. TP...
"Tie-Breaker" Rule Denies Dependency Exemption Deduction
December 8, 2021 - Bulletin Print Report
P is father to LK. In March 2015, LK and her minor child, IME, moved to live with P. LK moved because of domestic problems with her spouse. P was unaware of the marriage. In th...
Credit Reduction Was Not A "Deficiency"
December 7, 2021 - Bulletin Print Report
The Department of Treasury, (the "Department"), audited the tax returns of M for tax years 2008 through 2010. The Department eventually finished the audit in 2017, an...
Tax Assessments Were Not "Time-Barred"
December 7, 2021 - Bulletin Print Report
TP submitted a High Technology Application For Sales and Use Tax Deferral, dated March 24, 2010. The application is for an investment project in Seattle consisting of tenant im...
Sec. 357(c)(1) Does Not Apply To Acquisitive Reorganizations
December 7, 2021 - Volume 15 Issue 233 Print Report
A owned all the stock of X and Y. Y acquired all of the assets of X in exchange for an amount of Y stock constituting Sec. 368(c) control and the assumption by Y of X...
Assessment Of Penalties On A "Per Form" Basis Rejected
December 7, 2021 - Bulletin Print Report
Each person with a financial interest in a financial account in a foreign country shall report such relationship to the Commissioner of Internal Revenue. The prescribed reporti...
When Are Dividends Includible In Gross Income?
December 6, 2021 - Volume 15 Issue 232 Print Report
The taxpayer is a casualty insurance company taxable under Sec. 831 of the Internal Revenue Code. Although the taxpayer generally uses the accrual method of accounting, for 197...
Delaware's NOL Policy Is Invalidated
December 6, 2021 - Bulletin Print Report
Each corporation that does business in Delaware, ("D"), must pay a tax of 8.7 percent onits taxable income derived from in-state activities. The starting point...
Timely "Check-of-the-Box" Converts A Capital Loss Into An Ordinary Loss
December 6, 2021 - Bulletin Print Report
In LTR 8939001, June 9, 1989, the players areA, a domestic corporationwhich owns 100 percent of the issued andoutstanding stock of B, a holding company incorp...
Coupons Need Not Be Linked To Specific Items Purchased
December 6, 2021 - Bulletin Print Report
TP sought a partial refund of sales tax he paid on items purchased on three occasions at BJ's in Downingtown, Pa. In the first two instances, his purchase receipt reflected...
Sales Tax Imposed On Transfer Of Property To Grantor Trust
December 3, 2021 - Volume 15 Issue 231 Print Report
Petitioner (the Settlor) created an irrevocable trust (the Trust) pursuant to a trust agreement between the Trustees and the Settlor. The Settlor is deemed to own...
COVID-19 Stay Did Not Warrant Abatement Of Interest And Taxes
December 3, 2021 - Bulletin Print Report
At a foreclosure sale conducted on February 25, 2020, NS purchased the Property for $225,000. The Foreclosure Purchaser, (the "FP"), deposited $46,000. The Contract o...
Franchise Fee Violated Telecommunications Act Of 1996
December 3, 2021 - Bulletin Print Report
On March 22, 2016, the City of Shreveport, Louisiana, (the "City"),filed a petition for breach of contract. InAugust 1996, it entered into a non-exclusive...
Tenant's "PILOT" Payments Not "Eligible Real Property Taxes"
December 3, 2021 - Bulletin Print Report
The Company was the owner of property located in the City of Buffalo, consisting of land and building, (the "Property"). The Company entered into a brownfield site cl...
"Entireties" Property Not Exempt From Process Under Federal Law
December 2, 2021 - Bulletin Print Report
Debtor, ("D"), filed for relief under chapter 7 of the Bankruptcy Code on July 16, 2021. D lists an ownership interest in real property, (the "Property"), w...
REIT Never "Held" Lessee's Securities
December 2, 2021 - Volume 15 Issue 230 Print Report
TP is a real estate investment trust (REIT). TP is in the business of owning or leasing the Properties, which are primarily leased to and operated by Lessee or its subsidiaries...
The Testing And Monitoring Of Real Property Is Subject To Sales Tax
December 2, 2021 - Bulletin Print Report
P performs engineering and environmental consulting services. P's primary services involve environmental testing and analysis in connection with potentially contaminated re...
I.R.S. Claims Not Entitled To Priority
December 2, 2021 - Bulletin Print Report
The "individual mandate" required Americans to maintain a minimum standard of health care coverage. If not insured, citizens were required to make a "Shared Resp...
I.R.S. Temporarily Reduces "Cash Limitation Percentage"-REITs And RICs
December 1, 2021 - Bulletin Print Report
Publicly-offered real estate investment trusts, ("REITs"), and publicly-offered regulated investment companies, ("RICs"), must distribute, in order to prese...
Property Leased Subject To Use Tax
December 1, 2021 - Volume 15 Issue 229 Print Report
Petitioner purchased an aircraft from one company and immediately executed a five-year lease to another company that already had possession of the aircraft
Leases Are Not Exempt From Sales Tax
December 1, 2021 - Bulletin Print Report
CP owns a Cessna Citation aircraft which it leases to related and unrelated parties, (the "Lessees"), pursuant to an "Aircraft Dry Lease." The Dry Lease req...
Bond Buyer Not A "Trader"
December 1, 2021 - Bulletin Print Report
Petitioners, ("Ps"), buy and hold tax-exempt obligations issued by state and local governments other than New York. In some instances, Ps paid a premium to acquire th...
Issue Manager Was I.R.S. Agent's "Immediate Supervisor"
December 1, 2021 - Bulletin Print Report
S was treated as a partnership for Federal income tax purposes. In May 2014, S acquired 1,000 acres of land. On December 28, 2015, S granted a conservation easement over a port...
Popular Acquisition Format Must Navigate Common Control Rules
November 30, 2021 - Bulletin Print Report
A widely-used acquisition format which, on the surface, has a rather quotidiantax profile, has been roiled by the possibility that it could also be described in section 3...
Non-REIT To Engage In A "Forward Cash Merger"
November 30, 2021 - Bulletin Print Report
Goodrich Petroleum Corporation, ("GDP"), announced that it has entered into a definitive merger agreement pursuant to which a subsidiary of PalomaPartners VI, L...
Medical Equipment Subject To Sales Tax
November 30, 2021 - Bulletin Print Report
"System" is a type of spinal cord stimulator that is designed to be a long-term solution for persons who have permanent chronic pain due to an injury or other disorde...
"Spillover" Rule Survives Amendment to Sec. 304
November 30, 2021 - Volume 15 Issue 228 Print Report
Mr. A and Mr. J, who arebrothers, each owned 50 percent of the stock of Corporation A, (CA), and Corporation I, (CI). Each of CA and CI were 'S' corpora...
Rejected Return Was Timely "Filed"
November 29, 2021 - Bulletin Print Report
P timely filed a request for an extension of time to file his 2014 Federal income tax return, extending the due date from April 15, 2015 to October 15, 2015. Along with the ext...
"BAB" Refunds Are Subject To Sequestration
November 29, 2021 - Bulletin Print Report
Plaintiffs are all public-sector power providers. They all issued Direct Payment Build America Bonds,("BABs"), authorized by the ARRA. Under the ARRA, issuers o...
Estimated Market Value Is The Measure Of Consideration For The "RPTT"
November 29, 2021 - Bulletin Print Report
G1 is a limited liability company. G2 is also a limited liability company, (together, the "Gs"). G is a limited liability company wholly owned by LS, which is a Delaw...
A Corporation Cannot Own Its Parent
November 29, 2021 - Volume 15 Issue 227 Print Report
X owns 100 percent of the stock of Y and Y owns 100 percent of the stock of Z. Y purchased the stock of S, a wholly owned subsidiary of Z, for cash in an amount equal to the fa...
LAUR's Partial Liquidation Falls Within Section 302(e)(2)
November 26, 2021 - Bulletin Print Report
The taxpayer, ("TP"), is a publicly traded domestic corporation that owns T. TP is Laureate Education, Inc., ("LAUR"). T owns TS. Each of T and TS is a disr...
Sec. 6426 Credits Reduce Deductible Excise Tax Liability
November 26, 2021 - Volume 15 Issue 226 Print Report
The question is whether, for federal income tax purposes, the credits allowed under Sec. 6426(a) reduce a claimant's liability for excise taxes. Claimants typically include...
Legal Incidence Not Economic Burden (Of A Tax) Is Controlling
November 26, 2021 - Bulletin Print Report
Under the California R&TC: (1) certain leases are treated as sales, (2) sales tax is imposed on sellers, (3) use tax is imposed on buyers, and (4) as a matter of state cons...
Increased Assessment Not An Illegal "Spot Assessment"
November 26, 2021 - Bulletin Print Report
The property is in a residential zone near the campus of Rutgers University. The property consists of a three-story building with 32 two-bedroom apartments and two one-bedroom...
Investment Manager Did Not Add Substantial New Line Of Business
November 24, 2021 - Volume 15 Issue 225 Print Report
X is a publicly traded partnership (PTP) that is an "electing 1987 partnership" under Sec. 7704(g). Since its inception, X has been engaged in the business...
Failure To Disclose Foreign Trusts Was Properly Penalized
November 24, 2021 - Bulletin Print Report
Under section 6048(a) and (c), a U.S. person must report: (1) creation of a foreign trust; (2) transfers to a foreign trust; or (3) distributions received from a foreign trust....
Physical Possession Of IRA Assets Causes A Taxable Distribution
November 24, 2021 - Bulletin Print Report
M established, on August 19, 2015,a self-directed IRA and named KT the IRA custodian. On August 24, 2015, CB formed GH. GH is a single-member LLC that is a disregarded en...
Build Back Better Targets "Granite Trust" Transactions
November 24, 2021 - Bulletin Print Report
The Build Back Better legislation, H.R. 5376, contains numerous high profile tax provisions, not the least of which is the proposed excise tax on stock buybacks and the alterna...
The Willens Deal Survey November 2021
November 23, 2021 - The Deal Survey: November 2021 Print Report
Welcome to this month's summary of deals. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database.
Overlapping Ownership Rule Comes To RXN's Rescue
November 23, 2021 - Bulletin Print Report
Ever since section 355(e) of the Code was enacted in 1997, "Morris Trust" and "reverse Morris Trust" transactions, the latter being much more prevalent than...
"Damage" Payments Ruled Non-Deductible Personal Expenses
November 23, 2021 - Volume 15 Issue 224 Print Report
In 1993, D enrolled as a student at the University of Tennessee College of Medicine (UT). In 1994, D entered into a Conditional Award Agreement (the Agreement) with U...
Concert Tickets Are Not Services
November 23, 2021 - Bulletin Print Report
G operates Parx Casino, ("P"). As part of its efforts to encourage slot machine and table game play, G distributed to patrons of P various promotions... P also gave a...
Can A "Defective" Reverse Morris Trust Transaction Be Salvaged?
November 23, 2021 - Bulletin Print Report
A conventional "Reverse Morris Trust" ("RMT") transaction, if it is to accomplish its tax objectives, should embodya series of steps that areund...
Sales Proceeds Not Eligible For Sec. 1033 Benefits
November 22, 2021 - Volume 15 Issue 223 Print Report
The taxpayer was the owner of a shopping center that contained a number of stores and offices under various lease agreements. A part of the shopping center was destro...
Video Display Systems Are "Business Fixtures"
November 22, 2021 - Bulletin Print Report
The Video Display Systems at issue are installed in sports stadiums/arenas, as digital billboards, on the facade of buildings, as signs by entrances to buildings, and on the in...
KKR's Tax Receivable Agreement Called Into Question
November 22, 2021 - Bulletin Print Report
Plaintiff is a KKRshareholder that seeks to enforce its statutory right to inspect the Company's books and records concerning the decision of the Board of Directors t...
SEC Continues To Question SPAC Accounting Policies
November 22, 2021 - Bulletin Print Report
D and Z Media Acquisition Corporation, (the "Company"), in a recently filed Form 8-K, stated the following: "...the management of the Company has re-evaluated th...
The WarnerMedia Separation Will Probably Be A "Split-Off"
November 19, 2021 - Bulletin Print Report
Preliminary proxy materials were recently issued by Discovery, Inc., (to be re-named Warner Bros. Discovery, Inc., ("WBD")), and they shed some additional light on ex...
The Limited Role Of Sec. 7503
November 19, 2021 - Volume 15 Issue 222 Print Report
Plaintiffs filed their joint Federal income tax return for 1955 on Monday, April 16, 1956. April 15, 1956, the date prescribed for filing, fell on a Sunday. Pursuant...
Ground Lease Encompassed More Than A Real Estate Transaction
November 19, 2021 - Bulletin Print Report
In 2008, P sought to apply for a casino operator's license. P needed to demonstrate that it had rights to a site on which to build a casino. P and S, a REIT, reached an agr...
AMT Will Enjoy A Basis Step-Up
November 19, 2021 - Bulletin Print Report
American Tower Corporation, ("AMT"), and CoreSight Realty Corporation, ("COR"), each a real estate investment trust, ("REIT"), announced that they...
Cash Basis Taxpayers Are Entitled To "ROT" Refunds
November 19, 2021 - Bulletin Print Report
K is a used car dealership that sells cars via installment loan contracts. The loans have a high default rate, and K repossesses many of the cars before they are fully paid off...
Alarm Assessments Are An Unconstitutional Tax
November 18, 2021 - Bulletin Print Report
In 1986, the city enacted Ordinance 448-1986 to regulate security alarm systems because of the high cost of responding to false alarms. The ordinance was codified in Chapter 80...
Foodservice Management Company Provides "Consulting Services"
November 18, 2021 - Bulletin Print Report
Taxpayer, ("TP"), is a "foodservice category management" company. Its clients include companies that are foodservice distributors, manufacturers, and foodse...
A Pension Plan Is A Section 361(b)(3) Creditor
November 18, 2021 - Bulletin Print Report
DP is a publicly traded State A corporation. DP appears to be Alliance Data Systems Corporation. DP directly conducts both Business A and the R Business in Country A and indire...
Distributions by an 'S' Corporation Can Trigger Capital Gain
November 18, 2021 - Volume 15 Issue 221 Print Report
J, Inc., (J), was organized on July 13, 1995. On August 29, 1995, Mr. M, through his revocable living trust, acquired all of J's stock: 10,000 shares of common st...
Relocation Benefits Are Not Taxable Compensation
November 17, 2021 - Bulletin Print Report
CSXrequires its employees to move to different locations. CSX chooses to pay for most of the expenses the relocating employees incur in moving to the new location. When C...
Escrow Deposit Terminates Installment Sale Privilege
November 17, 2021 - Volume 15 Issue 220 Print Report
A sold unimproved real property to B on January 2, 1975 for $100x. A received a cash down payment of $10x and B's purchase money promissory note in the amount of...
Stimulus Payments Are Not Unemployment Benefits
November 17, 2021 - Bulletin Print Report
On January 11, 2021, the court sentenced R to 60 months in prison. In addition, the court ordered that R pay $45,000 in restitution. The U.S. sought a writ of garnishment again...
Will Toshiba's Spin-Offs Qualify Under Section 355?
November 17, 2021 - Bulletin Print Report
Toshiba Corporation, ("TC"), following the lead of General Electric, announced its intention "to separate into three standalone corporations." One such corp...
Distribution Found To Result From A "Genuine Contraction"
November 16, 2021 - Volume 15 Issue 219 Print Report
X is a State X corporation engaged in the business of farming on three parcels of land. X has outstanding common stock held by the estate of A, B (A's spouse), an...
Business Entity Eligible For Managed Health Care Deduction
November 16, 2021 - Bulletin Print Report
The issue is whether TP is entitled to a deduction under New Mexico Stat. Ann. section 7-9-93. TP is engaged in the business of providing the services of its nurse employees on...
Daimler AG To Engage In A "De-Merger" Transaction (But Not A Spin-Off)
November 16, 2021 - Bulletin Print Report
Daimler AG, having secured all of the required consents and approvals,is very close to separating its trucking operations from its passenger car operations by means of a...
RBC's/RXn's Groundbreaking Section 355(e) Ruling
November 16, 2021 - Bulletin Print Report
D is the common parent of an affiliated group of domestic corporations that file a consolidated return. D has a single class of common stock outstanding, the shares of which ar...
Conversions Are Recapitalizations
November 15, 2021 - Volume 15 Issue 218 Print Report
X is engaged in a manufacturing business and has shares of voting common stock and nonvoting preferred stock outstanding. All the common stock is owned by employees....
NE Will Reincorporate (And Acquire Maersk)
November 15, 2021 - Bulletin Print Report
Noble Corporation, ("NE"), a Cayman Islands corporation, and the prodigiously named "The Drilling Company of 1972," ("Maersk Drilling"), also a fo...
Safety Wear And Accessories Subject To Sales Tax
November 15, 2021 - Bulletin Print Report
Applicant is a retail establishment that sells safety wear, which includes steel-toed boots, footwear accessories, clothing, and glasses. Applicant sells to individuals who wor...
Home Inspectors Do Not Provide Professional Services
November 15, 2021 - Bulletin Print Report
K is certified by the West Virginia, (WV), Fire Marshal to perform home inspection services. To obtain this certification, he passed a National Home Inspector Examination, comp...
"Failed" Liquidation Constitutes A Reorganization
November 12, 2021 - Volume 15 Issue 217 Print Report
P corporation owns more than 80 percent of the stock of S corporation. The balance of the outstanding stock of S corporation was publicly held. For valid business reasons, &quo...
Social Security Benefits Are Included In Modified Adjusted Gross Income
November 12, 2021 - Bulletin Print Report
For 2015, K reported $59,228 of social security ("SS") benefits, of which $16,829 and $14,523 were attributable to lump-sum payments relating to 2013 and 2014, respec...
Reliance On Professional Advice Justifies Penalty Waiver
November 12, 2021 - Bulletin Print Report
The estate tax underpayment of $165,708 from which the disputed penalty of $16,571 arose resulted from a miscalculation reflected in line 7 of the MET 1F form submitted to the...
FBAR Penalties Properly Assessed On A Per Account Basis
November 12, 2021 - Bulletin Print Report
During the 2004-2010 tax years, S had access to several foreign bank accounts, but she did not report those accounts to the I.R.S. Specifically, S did not file an "FBAR.&q...
CPL Will Be A Party To A "Forward Cash Merger"
November 11, 2021 - Bulletin Print Report
Core Point Lodging, Inc., ("CPLG"), is a real estate investment trust, (REIT). It has recently announced that it has entered a definitive agreement to be acquired by...
Revenue Raising Ordinance Was Not A Tax
November 11, 2021 - Bulletin Print Report
In 2015, two separate suits were filed against the City of Westlake, ("W"),challenging Ordinance 880, which increased utility gas rates. In 2017, two additional...
FBAR Defendant Must Repatriate Foreign Assets
November 11, 2021 - Bulletin Print Report
On August 27, 2018, the Government initiated this case against S for willfully failing to file FBARs as required by 31 U.S.C. section 5314. The court found in favor of the U.S....
Exempt Organization's Website Is A "Periodical"
November 11, 2021 - Volume 15 Issue 216 Print Report
Y is an organization described in Sec. 501(c)(3) of the Internal Revenue Code. Y's principal activity has been publishing an educational magazine. Originally, Y p...
Thoughts On BHC's "Granite Trust" Presentation
November 10, 2021 - Bulletin Print Report
Bausch Health Companies, (BHC), entered into a so-called "Granite Trust" transaction several years ago for the purpose of recognizing a loss that had economically acc...
GE's Planned Corporate Mitosis
November 10, 2021 - Bulletin Print Report
We are not sure if the market was anticipating the news coming out of GE, but, regardless, it is quite startling. The company announced its intention "to form three...publ...
Underpayment Interest Not Abated
November 10, 2021 - Volume 15 Issue 215 Print Report
C1 filed its TY1 corporate tax return as the parent of a consolidated group. In TY1, C1 was 100 percent owned by C2, a foreign parent. The corporations were not membe...
Casual Sale Exemption Not Available
November 10, 2021 - Bulletin Print Report
KarvoPaving Company, ("Karvo"), is a road construction company that does most of its work for the Ohio Department of Transportation, ("ODOT"). ODOT...
Heart Monitor Is Subject To Sales Tax
November 10, 2021 - Bulletin Print Report
The heart monitor is temporarily implanted under the skin to monitor irregular heartbeats. This product is single use, and a prescription is required to purchase the device. Th...
Bankruptcy Plan Prioritizing Tax Debts Is Rejected
November 9, 2021 - Volume 15 Issue 214 Print Report
In 2011, SC and LC (the Cs) filed for Chapter 13 bankruptcy relief. They proposed, and the bankruptcy court rejected, a plan to pay nondischargeable state and federal...
Overpayment Interest Accrues From Last Date Prescribed For Filing
November 9, 2021 - Bulletin Print Report
TP (or "X"), a foreign corporation, sought a refund on its Year 1 Form 1120-F for all of the withholding taxes on interest paid to TP by a related U.S. corporation du...
Development Of Software Is A Qualified Trade Or Business
November 9, 2021 - Bulletin Print Report
TP was formed and incorporated on Date 1 to develop and commercialize software "to assist medical providers in providing medical treatment to individual patients." Th...
Cables And Conduits Are Taxable Real Property
November 9, 2021 - Bulletin Print Report
Petitioners, ("Ps"), are affiliated telecommunication companies that own fiber-optic cables and conduits that connect public rights-of-way to private customers... Suc...
California Sales Tax Is Imposed On The Retailer
November 8, 2021 - Bulletin Print Report
APP has operated a video game and electronics store in Los Angeles since July 1, 1982. On February 1, 2012, CDTFAvisited APP's business location andfound that i...
Defining "Common Stock"
November 8, 2021 - Volume 15 Issue 213 Print Report
A corporation, (C), has outstanding a single class of common stock held by 10 individuals, each of whom owns 20 shares. C entered into a plan of recapitalization unde...
Taxpayer Not Entitled To Manufacturing Classification
November 8, 2021 - Bulletin Print Report
On January 31, 2019, APP timely filed a Form 355Q, seeking classification as a manufacturing corporation. On its Form 355Q, APP stated that it was not presently engaged in manu...
Taxpayer Did Not Incur Deductible "Moving Expenses"
November 8, 2021 - Bulletin Print Report
In 2016, P was employed by AN as a car salesperson. Prior to January 2016, she worked at AN's Illinois dealership. In 2016, she moved from Illinois to Texas due to personal...
Closing The Transferor's Taxable Year
November 5, 2021 - Volume 15 Issue 212 Print Report
Substantially all of the properties of M Corporation (M) were acquired by X Corporation (X) in exchange solely for a portion of the voting stock of X in a transaction qualifyin...
Excess "APTC" Is An Increase In Tax
November 5, 2021 - Bulletin Print Report
Petitioners, ("Ps"), reported adjusted gross income of $181,183 on their joint Federal tax return for 2018. Their "modified adjusted gross income" was also...
Transportation By Hired Car Is Subject To Sales Tax
November 5, 2021 - Bulletin Print Report
E contracts with its drivers and independent contractors to provide "chauffeured transportation service" to its customers. In July 2018, E applied to the Commissioner...
The SRP Is Not An Unsecured Priority Claim
November 5, 2021 - Bulletin Print Report
AP filed a voluntary Chapter 13 petition on December 19, 2019. APP filed a proof of claim, which includes an unsecured priority claim. Of this amount, APP identified $2,409.00...
Has SIRI Become An ATB?
November 4, 2021 - Bulletin Print Report
On November 1, 2021, Liberty Media Corporation, ("LMC"), entered into an Exchange Agreement with certain Berkshire Hathaway parties, (the "Holders"), "...
Self-Assessed Taxes Are Not "Claimed By The State"
November 4, 2021 - Bulletin Print Report
G describes itself as the reporting entity of a combined group of investment advisers who assist individuals with their investments. Although G maintains a Dallas office to sup...
Limited Partners Engaged In A Trade Or Business
November 4, 2021 - Volume 15 Issue 211 Print Report
P was a partnership whose sole asset was a shopping mall in Florida. In 1998, P deeded ownership of the mall to SG (the operating partnership of an UPREIT) in exchange for a li...
"Standing" Requires An Injury In Fact
November 4, 2021 - Bulletin Print Report
B sued the Department of the Treasury and the Secretary of the Treasury, claiming that the federal government does not have the constitutional power to require citizens to pay...
Taxpayer Not Permitted To Revoke Section 59(e) Election
November 4, 2021 - Bulletin Print Report
TP is a consolidated group. TP filed its original return for Tax Year on Date 3. TP properly elected to capitalize under section 59(e) "$c" of the total eligible rese...
I.R.S. Questions BHC's "Granite Trust" Transaction
November 3, 2021 - Bulletin Print Report
Section 332(a) of the Code provides: "No gain or loss shall be recognized on the receipt by a corporation of property 'distributed in complete liquidation' of anot...
PSX Will "Roll Up" PSXP
November 3, 2021 - Bulletin Print Report
Phillips 66, ("PSX"), and Phillips 66 Partners, ("PSXP"), announced that they have entered into a definitive agreement "for PSX to acquire all of the p...
Covered Transactions Part II
November 3, 2021 - Volume 15 Issue 210 Print Report
TP indirectly owns all of the issued and outstanding common stock of Sub 1, a foreign corporation. Sub 1 owns Sub 2. Sub 2 is a disregarded entity. Seller owns Target...
Buried Cable Is Real Property
November 3, 2021 - Bulletin Print Report
Once in the ground, the taxpayer's fiber opticcables "stay in the ground forever." Removing a cable through the conduit would require the use of pulleys and...
The "SRP" Is A Tax Measured By Income
November 3, 2021 - Bulletin Print Report
The Debtors, ("Ds"), filed their Chapter 13 case on October 21, 2019. The I.R.S. claims the Ds owe "SRPs" for failing to maintain health insurance. The I.R....
SPAC Repurchases
November 2, 2021 - Bulletin Print Report
There is legitimate concern that the proposed excise tax on stock repurc...
Straight Debt Is Not A Second Class Of Stock
November 2, 2021 - Volume 15 Issue 209 Print Report
Corporation, (C), elected to be an 'S' corporation for its first year of existence. C has never been taxed as a C corporation. Its shares are held in equal pa...
In-State Representative Creates Constitutional Nexus
November 2, 2021 - Bulletin Print Report
P is an Illinois corporation. P sells heating, air conditioning, and air quality equipment through its website. P had an employee in Texas. P sold tangible p...
Section 7623(b) Has A Remedial Purpose
November 2, 2021 - Bulletin Print Report
P filed on April 25, 2013, a timely petition in the Tax Court for a review of an adverse determination of the I.R.S. Whistleblower Office, ("WBO"), regarding his clai...
RJF Will Acquire TSC
November 2, 2021 - Bulletin Print Report
Raymond James Financial, Inc., ("RJF"), and Tri State Capital Holdings, Inc., ("TSC"), have entered into a definitive agreement under which RJF will acquire...
Build Back Better Affects Interest Expense And Leveraged Spin-Offs
November 1, 2021 - Bulletin Print Report
In addition to the well-publicized items in the "Build Back Better" plan, there are certain other provisions, which have not yet received much attention, that will af...
A Properly Structured "Leveraged Partnership" Works
November 1, 2021 - Bulletin Print Report
In 1981, Tribune, ("T"), bought the Chicago Cubs for $21.1 million; it also purchased Wrigley Field for $600,000. T held the Cubs in its wholly owned subsidiary, CNLB...
Advertising Expenses Need Not Be Capitalized
November 1, 2021 - Volume 15 Issue 208 Print Report
TP produces Z products and distributes through a network of dedicated retailers. TP has a standing offer for its retailers to enter an Agreement to maintain its retail space as...
Virginia's Conformity With The IRC Only Goes So Far
November 1, 2021 - Bulletin Print Report
The taxpayer, ("TP"), a Virginia resident, wholly ownedthree 'S' corporations and two controlled foreign corporations, ("CFCs"). The three ...
Stock Buybacks Again In The Crosshairs Of Tax Writers
October 29, 2021 - Bulletin Print Report
Stock buybacks are once again being singled out for taxation in the President's latest attempt to push his spending plan across the Congressional finish line. The plan he h...
"Purge" Dividend Mechanics
October 29, 2021 - Volume 15 Issue 207 Print Report
TP is a State A corporation that is the common parent of an affiliated group that files a consolidated income tax return. TP intends to elect under Sec. 856 of the Internal Rev...
The Extraordinary Breadth Of The "Billionaires' Income Tax"
October 29, 2021 - Bulletin Print Report
One tax proposal that seems easy to understand, the so-called "Billionaires' Income Tax" championed by Sen. Wyden (D-Or.), is, it should come as no surprise, quit...
Date Of Delivery Of Deed Commences Ownership
October 29, 2021 - Bulletin Print Report
The Respondent, a church, purchased the subject property via a deed dated June 29, 2018, and recorded among the Land Records on September 18, 2018. The Respondent applied for a...
No Reasonable Cause For Failure To Timely File And Pay
October 29, 2021 - Bulletin Print Report
PH owned multiple businesses, including MP, MC, and RF. PH and PW each owned shares in 'S' corporations. Around 2016, respondent began an audit for petitioners'&nbs...
Return Of The Corporate AMT
October 28, 2021 - Bulletin Print Report
Now that increases in the corporate tax rate have apparentlybeen ruled out, it appears that the so-called "billionaires' tax," the tax on stock buybacks, an...
Liberty/Sirius Spin-Off Update
October 28, 2021 - Bulletin Print Report
Now that Liberty Media Corporation, ("LMC"), is on the precipice of attaining 80 percent ownership of Sirius XM Holdings, Inc., ("SXM"), questions have once...
"Tax Sale" Of Property Not An Involuntary Conversion
October 28, 2021 - Volume 15 Issue 206 Print Report
The taxpayers, A, owned as tenants in common a 1/4 interest in approximately five acres of real estate located in the state of Washington. The remaining interest was...
A Fireplace Is Tangible Personal Property
October 28, 2021 - Bulletin Print Report
After the customer selects a fireplace, Y supplies the customer, or the customer's contractor, with the manufacturer's specifications for framing and foundation work. O...
Rare Partnership Merger Sighting
October 27, 2021 - Bulletin Print Report
Oasis Petroleum, Inc., ("OAS"), announced that Oasis Midstream Partners, ("OMP"), in which OAS holdsan approximate 67 percent interest, has entered in...
Restated Financial Statements Used To Determine "CAT" Credit
October 27, 2021 - Volume 15 Issue 205 Print Report
With respect to the former corporate franchise tax, businesses not having positive net income accumulated net operating losses (NOLs) which could be carried forward a...
A Contract Was Not Rescinded
October 27, 2021 - Bulletin Print Report
On January 19, 2021, the Js purchased a 2021 Toyota from M for a netprice of $42,801. On February 9, 2021, the Js titled the Toyota and paid $3,306.38 in state and local...
Non-Custodial Parent Not Entitled To Dependent Exemption
October 27, 2021 - Bulletin Print Report
The Division determined that petitioner was not entitled to head of household filing status, three dependent exemptions, the empire state child credit, and the non-custodial pa...
The Willens Deal Survey October 2021
October 26, 2021 - The Deal Survey: October 2021 Print Report
Welcome to this month's summary of deals. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database.
Qualified Rollover Devoid Of Tax Consequences
October 26, 2021 - Volume 15 Issue 204 Print Report
On April 11, 1986, the taxpayer deposited $2,000 into his I.R.A. for the taxable year of 1985. On May 1, 1986, the taxpayer withdrew $1,500 of this amount for his per...
Gun Tax Ordinances Are Unconstitutional
October 26, 2021 - Bulletin Print Report
In 2012, the Cook County Board of Commissioners, (the "Board"), enacted the Firearm Tax Ordinance, ("FTO"). The FTO imposed a $25 tax on the retail purchase...
Extended Assessment Period Applies To The Entire Return
October 26, 2021 - Bulletin Print Report
TP filed a second amended return, reporting an omission of dividend income (subpart F income) and claiming credit and credit adjustments. This second amended return was filed a...
Lessee Was An "Aggrieved Person"
October 25, 2021 - Bulletin Print Report
In 2004, O entered into a ground lease with S for a "pad site" of approximately 1.5 acres. The lease had a term of 20 years with provision for renewals. The lease req...
Requisition Or Condemnation Is "A Taking For Public Use"
October 25, 2021 - Volume 15 Issue 203 Print Report
The taxpayer purchased stock "on margin" from a brokerage firm that subsequently declared bankruptcy. A trustee in bankruptcy was appointed who proceeded to...
Tax Court Cannot Issue "Advisory Opinions" In Moot Matters
October 25, 2021 - Bulletin Print Report
For 2014 and 2015, Ps excluded foreign earned income from their federal adjusted gross income on their federal income tax returns. On their original Maryland resident income ta...
Sec. 482 Does Not Apply To "Unlawful" Income
October 22, 2021 - Volume 15 Issue 202 Print Report
Procter & Gamble, (PG), owned all of the stock of Procter & GambleA.G., (AG), a Swiss corporation. AG paid royalties to PG for the use of PG's paten...
No Theft Loss Deduction For A Failed Investment
October 22, 2021 - Bulletin Print Report
S established EBS, an 'S' corporation. S, through EBS, joined with M and C to create SMC, a 'C' corporation. SMC established PFC for the purpose of investing in...
No Legal Obligation To Restore Items Of Income
October 22, 2021 - Bulletin Print Report
In January 2004, the Hs established the trust. The trust is considered a "grantor trust." With respect to BMO and FIS, (the "restricted stock"), the trustee...
CADE's Special Dividend Will Not Be "Other Property Or Money"
October 22, 2021 - Bulletin Print Report
Cadence Bancorporation, ("CADE"), and its wholly-owned subsidiary, Cadence Bank, N.A., areabout to be merged with and into BancorpSouth Bank, ("BXS"),...
Ousted Director's Stock Not "Converted"
October 21, 2021 - Volume 15 Issue 201 Print Report
A acquired a minority interest in the common stock of a corporation. The following restriction was placed upon each certificate of common stock of the corporation: &q...
M's e-Commerce Business Has The Requisite History Of Active Conduct
October 21, 2021 - Bulletin Print Report
Jana Partners, LLC is calling for Macy's, Inc., ("M"), to spin-off its "e-commerce" business, i.e., to separate its e-commerce business from its venerab...
Dwelling Was Neither Owned Nor Occupied
October 21, 2021 - Bulletin Print Report
The property at issue is located on HR in Subdivision. All parcels in the neighborhood are owned by ES and are leased to individuals. R took over the lease in 2015. R claimed t...
Schedule B Is The Key To A Finding Of FBAR "Willfulness"
October 21, 2021 - Bulletin Print Report
H has been a United Statescitizen since birth. As sole owner of TVVand CU, H had a financial interest in, and signature authority over, TVV's and CU's bank...
Cleveland Properly Applied "Games Played" Method Of Apportionment
October 20, 2021 - Volume 15 Issue 200 Print Report
During the years in question, appellant (AP) was a nonresident professional football player for the Chicago Bears. In each of the years in question, AP, as part of th...
Maine Resident Could Not Deduct Gambling Losses
October 20, 2021 - Bulletin Print Report
Taxpayer, ("TP"), was a Maine resident individual. In the year at issue, TP made regular trips to a Maine casino, (the "Casino"), where she engaged in "...
ZD Effects A "Leveraged" Spin-Off
October 20, 2021 - Bulletin Print Report
Consensus Cloud Solutions, Inc., ("CCSI" or "spinco") announced that it has now completed its previously announced separation from ZiffDavis, Inc., (&...
VMW's Special Dividend Will Coincide With Its Separation From DELL
October 19, 2021 - Bulletin Print Report
The separation of VMWare, Inc. ("VMW"), from Dell Technologies, ("DELL"), is drawing nearer. DELL has determined that the distribution of its 81 percent in...
Calculating Involuntary Conversion Gain
October 19, 2021 - Volume 15 Issue 199 Print Report
In 1991, petitioner (P) purchased a residential apartment building for $82,500. The apartment building had 11 private rooms, shared kitchens and bathrooms, and a tota...
State Tax Debt Could Not Be Discharged
October 19, 2021 - Bulletin Print Report
B filed California tax returns for 2003-2005. In 2008, the I.R.S. assessed about $145,000 of additional federal income taxes for those years. He did not notify the FTB...
ADS Announces A Spin-Off
October 19, 2021 - Bulletin Print Report
Alliance Data Systems Corporation, ("ADS"), announced that its Board of Directors has approved "the separation of ADS's 'LoyaltyOne' segment, consist...
Trader's Futures Contracts An Not Treated As Inventory
October 19, 2021 - Bulletin Print Report
Texas imposes a franchise tax. Franchise tax liability is calculated by multiplying a business's taxable margin by the franchise tax rate. Taxable margin is determined by m...
Bank Deal Is A "Reverse Acquisition"
October 18, 2021 - Bulletin Print Report
One of the larger banking deals of 2021 was recently announced by the participants, Columbia Banking System, Inc., ("CBSI"), and UmpquaHoldings Corporation, (&q...
Abatement Application Must Be Signed "By The Taxpayer"
October 18, 2021 - Bulletin Print Report
Taxpayers, ("TPs"), own property at a condominium development in B. TPs' attorney received a message from the condominium developer, requesting legal representati...
"In-House Merger" Not An Involuntary Conversion
October 18, 2021 - Volume 15 Issue 198 Print Report
TP owned shares of common stock of X corporation (X). X has been taken over by Y corporation (Y) through a merger between Z corporation (Z), an indirect wholly-owned...
Release of ESOP Shares Found To Violate Sec. 409(p)
October 15, 2021 - Volume 15 Issue 197 Print Report
JR incorporated petitioner (PE) in 2002 to engage in the rental and leasing business. In the same year, PE elected to be treated as an 'S' corporation. PE had...
PCRX/FLXN Deal Features Liberal Use Of CVRs
October 15, 2021 - Bulletin Print Report
Pacira BioSciences, Inc., ("PCRX"), and Flexion Therapeutics, Inc., ("FLXN"), recently announced a definitive agreement pursuant to which PCRX will acquire...
Tax Credit Reduction Legislation Is Constitutional
October 15, 2021 - Bulletin Print Report
Under the supermajority voting provision set forth in the Nevada Constitution, at least two-thirds of the members' votes in each house of the Legislature are required to pa...
Promissory Note Was "Payable On Demand"
October 15, 2021 - Bulletin Print Report
M argues that he was entitled to a refund based on an "un-cashable" $2.25 million check that he erroneously included in his Original 2012 Return. Because M did not pr...
A "Defective" Sec. 351 Is A Taxable Sale--But To Whom?
October 14, 2021 - Volume 15 Issue 196 Print Report
X is a corporation formed under the laws of State L that produces "H." Y is a corporation formed under the laws of State M that also produces "H."...
EMR And AZPN Will Engage In A "Global" Section 351 Transaction
October 14, 2021 - Bulletin Print Report
Emerson, ("EMR"), and AspenTech, ("AZPN"), announced that thecompanies have entered into a definitive agreement to contribute EMR's industrial sof...
Not All Of Duke's Property Is "Manufacturing Property"
October 14, 2021 - Bulletin Print Report
Duke, ("D"), is a regulated public utilityprimarily engaged in the generation, transmission, distribution, and sale of electricity in parts ofNorth Caroli...
Netflix And Hulu Need Not Pay Video Service Provider Fees
October 14, 2021 - Bulletin Print Report
In 2013, the Arkansas Legislature passed the Video Service Act, ("VSA"). The VSAallows video service providers to avoid the need to negotiate separate authoriza...
Owner's Consent Renders Conversion "Voluntary"
October 13, 2021 - Volume 15 Issue 195 Print Report
The taxpayer, a real estate developer, acquired unimproved land for the purpose of subdividing it into residential lots for the construction and sale of homes. At the...
"LNBFs" Are "Fixtures"
October 13, 2021 - Bulletin Print Report
D provides satellite television services to its customers. D contracted with APP to provide and install a satellite television system ("system") at D's customers&...
Owner Of "IP" Not Treated As Manufacturer Of Fishing Reels
October 13, 2021 - Bulletin Print Report
X designs, markets, and sells fishing reels, ("Reels"). X owns intellectual property relating to the mechanical architecture and manufacture of Reels, ("XIP"...
Airport Concessionaire Taxable On Sublease Income
October 13, 2021 - Bulletin Print Report
Businesses operating in Oakland, California must obtain a business tax certificate and pay business license taxes each year. A separate business tax certificate is required for...
Managing MO's Gain In Its ABI Stake
October 12, 2021 - Bulletin Print Report
Altria Group, Inc., ("MO"), accounts for its investments in Anheuser-Busch InBev SA/NV, ("ABI"), and JUUL Labs, Inc., ("JUUL"), using the so-calle...
Exchanging Vested For Nonvested Shares
October 12, 2021 - Volume 15 Issue 194 Print Report
Investors formed X in 2004 by contributing $1,000 each in exchange for 100 shares of stock. In exchange for A's agreement to perform services for X, X issues 100...
Sourcing Gain Or Loss On Commodity Derivatives
October 12, 2021 - Bulletin Print Report
TP operates across the entire spectrum of the Business. In the normal course of its business, TP executes thousands of sale and exchange transactions of physical inventory prop...
Excavators Exempt From Sales Tax
October 11, 2021 - Bulletin Print Report
During the tax period at issue, W owned and operated a lignite coal mine in Texas. W used different types of heavy equipment to produce the coal. The first step was removing a...
Untimely Filing Bars Overpayment Credit
October 11, 2021 - Bulletin Print Report
TPs filed a 2016 Virginia individual income tax return in June 2020, reporting an overpayment of income tax and requesting that the overpayment be credited as an estimated paym...
Cash In Lieu Of Fractional Shares Of Sec. 306 Stock
October 11, 2021 - Volume 15 Issue 193 Print Report
X is a domestic corporation with only one class of voting common stock outstanding. On April 30, 1980, X effected a recapitalization whereby one share of voting common stock an...
ERISA Does Not Bar Taxation Of ESOP-Owned Corporation
October 8, 2021 - Bulletin Print Report
TP is an 'S' corporation incorporated under the laws of Tennessee, ("T"). TP established the Employee Stock Ownership Trust, (the "Trust"), as...
The "SALT" Cap Is Constitutional
October 8, 2021 - Bulletin Print Report
In 2017, Congress passed the Tax Cuts and Jobs Act, (the "Act"), which, among other things, imposeda $10,000 cap on the state and local tax, ("SALT"),...
N.J. Corporation Denied "Investment Company" Status
October 8, 2021 - Volume 15 Issue 192 Print Report
R was formed in 1981. M was its sole employee and shareholder. In 1999, M retired due to age and deteriorating health. R did not seek a replacement for its employee. The corpor...
"Use-Of-Money" Principle Defeats Assessment Of Underpayment Interest
October 8, 2021 - Bulletin Print Report
In 1997, G held 120,000 shares of stock in S. On August 22, 1997, S engaged in a cash-out merger, which resulted in G's S shares being converted into the right to receive $...
IAC Will Acquire Meredith's "Spinco"
October 7, 2021 - Bulletin Print Report
IAC and Meredith Corporation, ("MDP"), announced their entry into an agreement pursuant to which IAC's digital publishing unit "will acquire the entity, (&qu...
Consent Required For Change From Improper To Proper Method
October 7, 2021 - Volume 15 Issue 191 Print Report
In 1956 and 1957, W and M acquired approximately 960 acres of unimproved real estate. After the land was subdivided, 30 parcels were sold under sales contracts providing for a...
VNE Accepts A "Superior Offer"
October 7, 2021 - Bulletin Print Report
Qualcomm, Inc., ("QCOM"), and SSW Partners, ("SSW"), announced they have reached a definitive agreement to acquire Veoneer, Inc., ("VNE"), "f...
Alimony Payments Not Allocable To Tax-Exempt Income
October 7, 2021 - Bulletin Print Report
In 2012, P filed for divorce from his then wife, ML. P and ML signed an agreement in 2014, ("2014 agreement"), incident to their divorce proceeding in which P agreed...
International Paper Co. Completes Spin-Off Of Sylvamo Corp.
October 7, 2021 - Bulletin Print Report
International Paper Co., ("IP"), on October 1, 2021, completed its spin-off of Sylvamo Corp. ("SC"), a newly-formed subsidiary created to receive (and then...
Arizona Taxpayer Held To Be An Investor
October 6, 2021 - Volume 15 Issue 190 Print Report
Taxpayers' (TPs) federal tax return claimed Schedule C expenses and a capital loss. The Schedule C expenses related to husband's (TP) activity of trading options. The S...
Debt Transfer In A 'D' Reorganization Does Not Implicate Section 108(e)(4)
October 6, 2021 - Bulletin Print Report
D is engaged in Business A. D made an election to be treated under subchapter S with an effective date of Date 1. M owns "r%" of the stock of D. N owns the remaining...
Informal Claim Meets The Requirements Of Section 7422(a)
October 6, 2021 - Bulletin Print Report
On January 28, 2015, Ps filed a refund claim for the 2009, 2010, 2011, and 2012 tax years, and now seek a refund for tax years 2009 and 2010. Ps' counsel faxed A a letter o...
Financial Disability Not Demonstrated
October 6, 2021 - Bulletin Print Report
On February 22, 2015, Plaintiff filed Form 1040 for tax year 2013. On December 15, 2017, Plaintiff filed Form 1040X for tax year 2013. The I.R.S. disallowed the refund claim. P...
U.S. Bond Market Discount Income Not Deductible In N.C.
October 5, 2021 - Volume 15 Issue 189 Print Report
Petitioner, (P), is a C corporation and a wholly-owned subsidiary of FBI, a bank holding company. During the 2001 tax year, P held U.S. government securities that were acquired...
Only Certificate Holders Need Pay Franchise Fees
October 5, 2021 - Bulletin Print Report
Plaintiff filed a class action suit for violation of Texas Utilities Code section 66.005(a) on behalf of all Texas municipalities in which Defendants, Netflix, Inc. and Hulu, L...
Limited Reversion Right Does Not Defeat Economic Performance
October 5, 2021 - Bulletin Print Report
C1, C2, and C3 are owned by TP, a State A corporation, and each is treated as a disregarded entity for federal income tax purposes. C4 was the subject of tort claims alleging d...
Inventory Cannot Be Depreciated
October 5, 2021 - Bulletin Print Report
The taxpayer, ("TP"),operated a sole proprietorship under the business name "KM." TP's business was "facilitating" sales between busines...
JCOM's Leveraged Spin-Off Ruling Is Instructive
October 4, 2021 - Bulletin Print Report
The Distributing Group (which appears to be J2 Global, Inc. and its subsidiaries),has been actively engaged in three businesses, Business A, Business B, and Business C. D...
CrossFit Provides Physical Fitness Services
October 4, 2021 - Bulletin Print Report
K provides its members with classes on CFI's specialized approach to fitness and mastery of techniques. As a requirement to teach CF classes, the instructors must be certif...
Sec. 183(b)(2) Deductions Are Miscellaneous Itemized Deductions
October 4, 2021 - Bulletin Print Report
During the years at issue, the Gs operated CLC, which generated income and incurred expenses from boat chartering activities. CLC was a disregarded entity. The Gs reported the...
Holding Period Of Newly-Issued Stock Determined
October 4, 2021 - Volume 15 Issue 188 Print Report
Petitioner, (P), was the sole owner of an unincorporated printing and publishingbusiness. He incorporated the business on April 1, 1940 and contributed all the...
Agreement To Purchase Securities Did Not Commence Holding Period
October 1, 2021 - Volume 15 Issue 187 Print Report
Plaintiffs' claim is based on the contention that they were entitled to taxation of liquidating dividends attributable to certain shares of stock of K&S as lo...
Divorce Decree Shows No Abandonment Of Domicile
October 1, 2021 - Bulletin Print Report
Two classes of residents, a "domiciliary resident" and an "actual resident," are set forth in Virginia Code section 58.1-302. The domiciliary residence of a...
Separate Gifts May Be Valued Separately
October 1, 2021 - Bulletin Print Report
Between 2009 and 2013, P purchased $82,853,050 in tracts of timberland in Maine and Vermont. From 2010 to 2013, he gave interests in these tracts to his two sons, C and B. Each...
Perrigo--Not Surprisingly--Reaches A Favorable Settlement With "IR"
September 30, 2021 - Bulletin Print Report
Perrigo Company plc, ("P"), has reached an agreement with the "Irish Office of the Revenue Commissioner," ("Irish Revenue"),providing for th...
Change In Accounting Method Without Consent Is Ineffective
September 30, 2021 - Volume 15 Issue 186 Print Report
Petitioner, (P), was the sole shareholder of an 'S' corporation, BMP. BMP's business consists of providing entertainment for parties. P would often enter...
Canadian Miners Announce Merger Of Equals
September 30, 2021 - Bulletin Print Report
Agnico Eagle Mines, Ltd., ("AEM"), and rival Kirkland Lake Gold, Ltd., ("KL"), each a Canadian corporation, announced that they have entered into a definiti...
Gain From Sale Of "121A Properties" Is Taxed In Massachusetts
September 30, 2021 - Bulletin Print Report
R held a minority interest in three Massachusetts, ("M"), limited partnerships, (the "121A Partnerships"), each of which owned an urban redevelopment projec...
Claims For Refund Of "Ancient" Taxes Denied
September 30, 2021 - Bulletin Print Report
W regularly filed his Maryland income tax returns after they were due. In 2008, W filed his original tax returns for 2004, 2005, and 2006. On May 26, 2010, W filed amended retu...
Portfolio Stock Not Classified As "Debt Financed"
September 29, 2021 - Volume 15 Issue 185 Print Report
In January, 1983, X raised $8 million ina stock issuance. The prospectus stated that thenet proceeds "would be added to working capital and used for...
Educational Institution Was Not A "Seminary Of Learning"
September 29, 2021 - Bulletin Print Report
U applied to the Assessor's office for an exemption from property taxes with respect to the "subject property" on the grounds that it is an educational institutio...
U.S. Bancorp Will Acquire MUFG Union Bank N.A.
September 29, 2021 - Bulletin Print Report
U.S. Bancorp, ("Purchaser"), announced that it has entered into a definitive agreement to acquire MUFG Union Bank N.A., ("Bank") from Mitsubishi UFJ Financi...
No Equitable Exception To Section 6532's Statute Of Limitations
September 29, 2021 - Bulletin Print Report
Plaintiff filed her complaint on April 20, 2020. Plaintiff was unable to electronically file her income tax returns for 2012-2016, so she delivered the income tax returns to th...
Sec. 483 Applies To "Indefinite Payments"
September 28, 2021 - Volume 15 Issue 184 Print Report
Under a plan of reorganization, Y acquired all the stock of Z in exchange solely for part of the voting stock of Y. At the closing date, the shareholders of Z receive...
Redemption Obligation Is Not A Corporate Liability
September 28, 2021 - Bulletin Print Report
M owned 77 percent and T owned 23 percent of the stock of C. The brothers and C signed a Stock Purchase Agreement, (the "Stock Agreement"), in 2001. The Stock Agreeme...
Maine Resident Not Entitled To A Credit For Connecticut Taxes
September 28, 2021 - Bulletin Print Report
The taxpayer, ("TP"), was a resident of the State of Maine. TP owned and operated a Connecticut limited liability company, (the "Company"), which was a pass...
DELL Will Get Its Ruling
September 28, 2021 - Bulletin Print Report
We understand that there is some concern in the investment community regarding the status of DELL's private letter ruling request. Since DELL's spin-off of VMW is condi...
Lorillard Must Add-Back Certain Royalties Paid To An Affiliate
September 27, 2021 - Bulletin Print Report
Lorillard Tobacco Company, ("L"),manufactures, markets, distributes, and sells cigarettes in New Jersey. In 1999, L assigned its intellectual property, includin...
MIC Begins Its Liquidation
September 27, 2021 - Bulletin Print Report
Macquarie Infrastructure Corporation, (the "Corporation"),has commenced the process that will culminate, sometime in 2022,in its liquidation, with all of...
Portfolio Indebtedness Is An Exceedingly Narrow Concept
September 27, 2021 - Volume 15 Issue 183 Print Report
(1) X owned portfolio stock. X acquired a new facility and borrowed to finance the acquisition, rather than sell its portfolio stock. The portfolio stock was not used...
"Instant Savings" Disbursements Are Not Receipts Subject To Sales Tax
September 24, 2021 - Bulletin Print Report
The transactions with respect to whichthe Attorney General contends that a sales tax is due consist of sales of goods, accompanied by so-called "Instant Savings,&quo...
Merger Of "Transitory" Subsidiary Into T Is A Redemption
September 24, 2021 - Volume 15 Issue 182 Print Report
X is a State X corporation. X has outstanding shares of common stock which are held by 320 shareholders. No shareholder owns 50 percent or more of X's stock. H is...
A Construction Contractor Is A Retailer Of "Fixtures"
September 24, 2021 - Bulletin Print Report
APP is a California corporation engaged in the business of furnishing and installing tangible personal property on to real property. APP was awarded a contract by a California...
I.R.S. Finalizes Section 301 Regulations
September 24, 2021 - Bulletin Print Report
It was a long time coming, but the I.R.S. finally got around to finalizing the regulations under section 301 of the Code, the section that deals with the taxation of distributi...
A Film Library Is Not a Capital Asset
September 23, 2021 - Volume 15 Issue 181 Print Report
C, Inc., (C), is a broadcasting company. During the years at issue, C incrementally contributed its film library to a charity described in Sec. 170(c). The film libra...
Section 1059(c)(4) Election Effectively Made
September 23, 2021 - Bulletin Print Report
In Year 1, TP acquired newly-issued preferred stock of Corporation, ("C"). The preferred stock is not publicly traded. During Year 2, TP received four quarterly divid...
Brewery Property Entitled To An "EMPP"
September 23, 2021 - Bulletin Print Report
This case concerns an "EMPP" exemption for the 2020 tax year. In Michigan, all property, real and personal, not expressly exempted, shall be subject to taxation. &quo...
Federal Law Enforcement Officer Receives Tax Benefit
September 22, 2021 - Volume 15 Issue 180 Print Report
A served as a "federal law enforcement officer" by being a Special Agent with a Federal agency for 23 years, retiring on December 31, 2010. During his tenur...
Equitable Tolling Does Not Apply To Section 6013(b)
September 22, 2021 - Bulletin Print Report
On April 15, 2013, PHR requested an extension of time to file his federal income tax return and paid an estimated tax payment of $20,000 for the 2012 tax year. His request did...
Prospective Application Of "Nextel" Is Not Unconstitutional
September 22, 2021 - Bulletin Print Report
TP carried into the 2014 Tax Year net losses apportioned to Pennsylvania, ("PA"), in the amount of $791,244,978. For the 2014 Tax Year, TP's taxable income apport...
Corporation Denied Consent To Make New 'S' Election
September 21, 2021 - Volume 15 Issue 179 Print Report
X filed an election to be treated as an 'S' corporation effective for its taxable year beginning Date 1. In Year 1, the Regulator (R)and X agreed that X...
What If TROX Experiences An "Ownership Change?"
September 21, 2021 - Bulletin Print Report
There are rumors circulating that Tronox Holdings, PLC, is on Apollo Global Management, Inc.'s radar. Apollo is well-known for its ability to annex businesses in which it h...
Cincinnati's Billboard Tax Violates The First Amendment
September 21, 2021 - Bulletin Print Report
The Cincinnati City Council enacted CMC Chapter 313 and levied an excise tax on the privilege of installing, placing, and maintaining outdoor advertising signs in the city of C...
The Willens Deal Survey September 2021
September 20, 2021 - The Deal Survey: September 2021 Print Report
Welcome to this month's summary of deals. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database.
Tax Receivable Agreements Under The Microscope
September 20, 2021 - Bulletin Print Report
Carvana Co. is an unmitigatedWall Street success story, as evidenced by its nearly $28 billion market capitalization. Recently, however, the company and its founders were...
New FASB Guidance On Accounting For Equity Securities
September 20, 2021 - Bulletin Print Report
The Financial Accounting Standards Board, ("FASB"), has released a proposed Accounting Standards Update, ("ASU"), clarifying the manner in which reporting e...
CP Wins The Battle For KCS
September 20, 2021 - Bulletin Print Report
Canadian Pacific Railway Limited, ("CP"), and Kansas City Southern, ("KCS"), announced that they have entered into a "merger agreement," pursuant...
Restructuring Does Not Accelerate Estate Tax Payments
September 20, 2021 - Volume 15 Issue 178 Print Report
Decedent died owning a greater than 20 percent interest in each of several closely-held general partnerships, limited liability companies (LLCs), and corporations. De...
Legal Expenses Fall Prey To "Gilmore"
September 17, 2021 - Bulletin Print Report
Over time, C incurred various debts to A, which the couple formalized in several written documents. In early 1993, C approached A with a proposal to use a trading method she de...
LAUR Is "Partially" Liquidating
September 17, 2021 - Bulletin Print Report
Laureate Education, Inc., ("LAUR"), in connection with the sale of its Walden e-Learning, LLC unit, has adopted a plan of "partial liquidation,"pursua...
Sale Of Partnership Interest Yields Long-Term Capital Gain
September 17, 2021 - Volume 15 Issue 177 Print Report
Petitioner (P) contributed $25 in cash to RDP-3 in exchange for a 25 percent partnership interest. On September 17, 1984, RDP-3 borrowed $5.7 million in order to purc...
Goldman Sachs Group To Acquire GreenSky, Inc.
September 17, 2021 - Bulletin Print Report
The Goldman Sachs Group, Inc., (GSG), and GreenSky, Inc., ("GSI"), announced that they have entered into a definitive agreement pursuant to which GSGwill acquir...
Temporary Work Site Is Taxpayer's "Tax Home"
September 17, 2021 - Bulletin Print Report
In 2014, P worked for two employers, one of which was E. During 2015, E was P's only employer. That year, P worked in the vicinity of Hobbs, New Mexico, ("H"). H...
Lack Of Tax Avoidance Motive Insufficient For Reorganization Status
September 15, 2021 - Volume 15 Issue 176 Print Report
In 1955, WI was formed. The assets of a partnership were transferred to the corporation and all of the stock of the corporation was issued to two of its partners, the...
Damages For Emotional Distress Cannot Be Excluded From Gross Income
September 15, 2021 - Bulletin Print Report
P filed a lawsuit against A, her employer. The complaint asserted a litany of claims focused on workplace harassment and retaliatory employment practices. P alleged that she ha...
Aircraft Lease Not Pursued With The Objective Of Gain
September 15, 2021 - Bulletin Print Report
CVE owns 100 percent of BB and S is the 100 percent owner of CVE. CVE is the sole member of CPPP. On April 8, 2011, BB purchased a 2/3 interest in an airplane from a seller in...
Property Purchased For Lease Is "Resold"
September 15, 2021 - Bulletin Print Report
Applicant, ("APP"), is a limited liability company based in Missouri. APP's primary business is to design and assemble specialized, custom lighting, sound, video,...
Sperm Donor Does Not Qualify Under Sec. 501(c)(3)
September 14, 2021 - Volume 15 Issue 175 Print Report
On October 15, 2003, Mr. N founded and incorporated Free Fertility Foundation (FFF) as a non-profit "public benefit" corporation. &nbs...
BPOL Tax Fell Within The ITFA's Grandfather Clause
September 14, 2021 - Bulletin Print Report
Under Virginia law, a local governing body may require a license for certain businesses... This license is often referred to as a "BPOL." The City of Norfolk requires...
"Kombucha" Beverages Are "Soft Drinks"
September 14, 2021 - Bulletin Print Report
Business 1, Inc. is a State-based corporation anddoes business as a food retailer in Illinois. Business 2 is a product line currently consisting of 25 flavors. All produc...
Netflix and Hulu Do Not Provide "Video Service"
September 13, 2021 - Bulletin Print Report
NRS711.670(1) provides that a..."local government may require a video service provider to pay a franchise fee...based on the gross revenue that th...
Senate Tax Writers Seek To Impose A Tax On Stock Buybacks
September 13, 2021 - Bulletin Print Report
Senators Wyden(D-Oregon) and Brown (D-Ohio), the former the chairman of the powerful Senate Finance Committee, have some "interesting" ideas for raising revenue...
A Business Purpose Is Needed For The Stock Distribution
September 13, 2021 - Volume 15 Issue 174 Print Report
D is a domestic corporation engaged in Business X and Business Y. As of Date M1, D had approximately 5,376,503 shares of common stock outstanding. D's common stock is widel...
All Teaching Is the Same
September 10, 2021 - Volume 15 Issue 173 Print Report
In 1971, TP, an individual, became a teacher at SC, a parochial school in Philadelphia. At the time of her initial employment, she had graduated from high school and...
Coffee Shop Sales Exempt From Sales Tax
September 10, 2021 - Bulletin Print Report
Applicant, ("APP"),is a Missouri public school district. APP provides primary and secondary public education. APP recently purchased a property that APP intends...
Non-Resident Alien Treated As A Virginia Resident
September 10, 2021 - Bulletin Print Report
Virginia Code section 58.1-301 provides...that the terminology and references used in Title 58.1 will have the same meaning as provided in the Internal Revenue Code "unles...
Real Property Did Not "Escape Taxation"
September 10, 2021 - Bulletin Print Report
In 2014, D received an implausibly low property tax bill for her waterfront property. D timely paid the bill. The next year the Appraiser discovered thaterrors affecting...
Sale Not Governed By Sec. 304
September 9, 2021 - Volume 15 Issue 172 Print Report
S is a corporation engaged in an ongoing business. As of June 29, 1982, all of the outstanding stock of S was held by S's Shareholders. S's Shareholders are comprised o...
Actor's Predominant Objective Was To Make A Profit
September 9, 2021 - Bulletin Print Report
P is a former national sales director for MK. P was entitled to participate in MK's deferred compensation program, known as the FSP. In 2008, two years before she reached t...
Cable TV Services Not Subject To Sales Tax
September 9, 2021 - Bulletin Print Report
Company provides cable television services. Subscribers first choose one of a number of service packages offered by Company, all of which share similar elements, (a "Basic...
Subsidized Housing Was "Temporary"
September 9, 2021 - Bulletin Print Report
RH and G are both tax-exempt charitable organizations. RH owns a residential property, known as "VH," which it leases to G. VH houses up to five men at a time. VH pro...
Amounts Held In Trust Not Investment In U.S. Property
September 8, 2021 - Volume 15 Issue 171 Print Report
Y, a controlled foreign corporation, (CFC), is a wholly-owned subsidiary of X, a domestic corporation. Y adopted a plan to provide retirement pension benefits to its employees,...
Professor Was A "Statutory Resident" Of New York
September 8, 2021 - Bulletin Print Report
During 2014, P was issued a Form W-2 from his employment with the Los Angeles Community College District, where he taught English online through West Los Angeles College. He wa...
"Selling" Does Not Require Passage Of Title
September 8, 2021 - Bulletin Print Report
During the time period at issue, Xerox Corporation, ("X"), offered a variety of distribution agreements to meet its customers' needs: purchase agreements, finance...
Compensation Was Not Paid "In This State"
September 8, 2021 - Bulletin Print Report
Should an Illinois, ("IL"), employer withhold IL income tax from an employee who does not work or reside in IL? The answer is no. Section 701 of the IL Income Tax Act...
Corporation Not Eligible For Economic Hardship Exemption
September 3, 2021 - Bulletin Print Report
When S failed to pay employment taxes due for 2013, the I.R.S. provided notice to S of its intent to issue a levy. After receiving a levy notice the taxpayer has the right to r...
"Comity" Doctrine Employed To Dismiss Federal Lawsuit
September 3, 2021 - Bulletin Print Report
T, an individual, owns the "Property," located in Terre Haute, Indiana.The Property is used as a church and has been tax-exempt since it was established in 1925...
Changing Timing Is A Change In Method Of Accounting
September 3, 2021 - Volume 15 Issue 170 Print Report
Does a change from "open transaction" treatment to "realization" treatment constitute a change in method of accounting under Sec. 446? It does. See CCA 2014...
Deducting "Traveling" Expenses
September 2, 2021 - Volume 15 Issue 169 Print Report
Sec. 162(a) of the Internal Revenue Code provides that there shall be allowed as a deduction all of the ordinary and necessary expenses paid or incurred during the ta...
"Willfulness" Requires "Specific Intent"
September 2, 2021 - Bulletin Print Report
For the 2009 and 2010 tax years, JR prepared tax returns for two individuals and their related companies. After determining that the tax returns understated taxes, the I.R.S. a...
"Repairs" And "Modifications" Are Not Ascertained Qualitatively
September 2, 2021 - Bulletin Print Report
Section 4051(a)(1) of the Code provides: "There is hereby imposed 'on the first retail sale' (after production, manufacture, or importation) of the following artic...
I.R.S. Grants Extension of Time to File "Gain Recognition" Election
September 1, 2021 - Volume 15 Issue 168 Print Report
TP Corporation, (TP),owned S Corporation, (S), which owned T Corporation, (T). Pursuant to a stock purchase agreement entered into on Date 3, S sold the stock o...
Proposition 22 Is Unconstitutional
September 1, 2021 - Bulletin Print Report
The California Constitution vests in the Legislature the "plenary power, unlimited by any provision of this Constitution, to create and enforce a comple...
Leased Property Did Not "Belong To The State"
September 1, 2021 - Bulletin Print Report
On December 31, 2018, the subject property, (the "Property"), had an office building with 33,000 usable square feet. The Property is the subject of an agreement, (the...
Business Expense Deduction For Donations To Exempt Organization
August 31, 2021 - Volume 15 Issue 167 Print Report
X participated in the organization of Y, a nonprofit corporation formed for theexclusive purpose of providing current and retired employees of X the opportunity...
Generator Is "Exempt Production Equipment"
August 31, 2021 - Bulletin Print Report
Petitioner manufactures and sells plastic packaging. Petitioner generates most of the electricity used to power its manufacturing equipment on-site using a solar array and a ge...
Supreme Court Strikes Down Nationwide Eviction Moratorium
August 31, 2021 - Bulletin Print Report
The Centers For Disease Control and Prevention, ("CDC"), has imposed a nationwide moratorium on evictions of any tenants who live in a county that is experiencing&nbs...
Taxpayer Was Not "Carrying On" A Trade Or Business
August 30, 2021 - Bulletin Print Report
M was a residential real estate developer. In 1983 he began his own home building company, which came to comprise a variety of entities, (the "M entities"). In March...
Use Tax On Aircraft Not Unconstitutional
August 30, 2021 - Bulletin Print Report
Minnesota, ("M"), imposes either a sales tax or use tax on the purchase of aircraft. See Minn. Stat. section 297A.82. M also imposes an annual tax on aircraft under M...
Using Property To Exercise An Option
August 30, 2021 - Volume 15 Issue 166 Print Report
A owned a parcel of unencumbered real property that is beingused in A's trade or business and thathad an adjusted basis of $50x. For $5x, A granted B...
No Refund Of "REET" In Connection With A Rescission
August 27, 2021 - Bulletin Print Report
TP is a Washington development company. TP builds new homes and sells them to individual buyers. On May 4, 2016, TP sold real property, ("Property"), to B. B provided...
I.R.S. Defers Withholding Requirements On Transfers Of PTP Interests
August 27, 2021 - Bulletin Print Report
Section 864(c)(8) of the Internal Revenue Code generally provides thatgain or loss derived by a foreign person on the sale or exchange of an interest in a partnership eng...
Walmart's Property Tax Claim Was Time-Barred
August 27, 2021 - Bulletin Print Report
Walmart, Inc., ("W"), owns real property improved by Supercenter stores, (the "Properties"). W alleges that the Counties discriminated against the company b...
Aggregating Acquisitions Of Stock
August 27, 2021 - Volume 15 Issue 165 Print Report
X is the common parent of an affiliated group which has filed consolidated returns for taxable years immediately preceding the taxable year in question, and X is requ...
How Will Daily Mail's Special Distribution Be Taxed?
August 26, 2021 - Bulletin Print Report
Daily Mail & General Trust plc, ("DMGT"), has a history of sharing its largesse with its shareholders and, apparently, is in the final planningstages of doi...
Non-Profit Service Corporation Did Not Operate For "Gain Or Profit"
August 26, 2021 - Bulletin Print Report
PS is a Pennsylvania non-profit corporation. PS is exempt from federal income tax as a charitable organization under section 501(c)(3) of the Internal Revenue Code. PS provides...
Defense Contractor Was A "Qualified Individual"
August 26, 2021 - Bulletin Print Report
In October 2011, P received an offer from ACF to work in Afghanistan, ("A"), She accepted it at once. P's house in Texas was completed in October 2011. She regist...
Not All "Guaranteed Payments" Are Deductible
August 26, 2021 - Volume 15 Issue 164 Print Report
The limited partnership was formed to acquire, develop, and sell real property. Most of the necessary capital was acquired from cash invested by the limited partners...
Property Not "Occupied" Not Exempt From Tax
August 25, 2021 - Bulletin Print Report
In December 2015, P bought the "Bp" and filed a "PRE" affidavit with respect to the Bp. However, on the affidavit, P listed his parents' address as his...
Non-Taxable Income Reduced State Net Operating Loss Deduction
August 25, 2021 - Bulletin Print Report
On July 1, 2019, the Department adjusted the net operating loss, ("NOL"), calculation for TP's tax year ending December 31, 2017. This adjustment was based on the...
Series Of Transactions Constitutes "Reverse Acquisition"
August 25, 2021 - Volume 15 Issue 163 Print Report
X is an active State A corporation. It is the common parent of an affiliated group filing consolidated incometax returns. Prior to the consummation of the trans...
EQC And Starwood Vying For MNR's Affections
August 24, 2021 - Bulletin Print Report
Monmouth Real Estate Investment Corporation, ("MNR"), had reached an agreement to be acquired by Equity Commonwealth, ("EQC"), but Starwood Real Estate Inco...
Boundary Line Adjustment Subject To "REET"
August 24, 2021 - Bulletin Print Report
TP owned a parcel of real property in Washington, (the "Property"). On or about July 22, 2017, TP transferred a strip of the Property to Gs, owners of an adjacent par...
Common Ownership Does Not Prevent "Insurance"
August 24, 2021 - Volume 15 Issue 162 Print Report
P owns all of the stock of 12 domestic subsidiaries that provide professional services. Together the 12 subsidiaries have a significant volume of independent homogene...
Worthless Stock Loss Found To Be Capital In Nature
August 23, 2021 - Bulletin Print Report
In 2009, PC was incorporated. During its existence, PC did not have any gross receipts. On October 24, 2009, U signed a stock subscription agreement with PC...
Whistleblower's Information Did Not Lead To A Productive "Action"
August 23, 2021 - Bulletin Print Report
P filed a Form 211 whichthe I.R.S. Whistleblower Office, (the "Office"), received on February 6, 2009. P identified Target, ("T"), that developed cond...
Contractual Separation Agreement Does Not End Marital Status
August 23, 2021 - Volume 15 Issue 161 Print Report
Petitioner (P) and his wife began living apart on April 11, 1964. In June 1964, they executed a written separation agreement. As of the end of 1973, the year at issue...
The Willens Deal Survey August 2021
August 20, 2021 - The Deal Survey: August 2021 Print Report
Welcome to this month's summary of deals. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database.
Preliminary Activities Not "Carrying On" A Trade Or Business
August 20, 2021 - Volume 15 Issue 160 Print Report
In or around 1980, petitioners purchased an 88.81-acre parcel of land in Greenville, New York, (town). Petitioners reside in a single family residence on that propert...
Nieces And Nephews Were "Qualifying Children"
August 20, 2021 - Bulletin Print Report
During 2015, petitioner lived with and cared for her mother at petitioner's home. Petitioner received compensation for the care of her mother through an agency, IL, which w...
An Employee's Marketing Expenses Are Deductible On Schedule A
August 20, 2021 - Bulletin Print Report
During 2014 and 2015, MRS received wages for which her employer issued Forms W-2. MR was employed as a car salesman at S, an automobile dealership. S paid MR commissions for th...
Ambiguous Statute Construed In Favor Of Taxpayer
August 20, 2021 - Bulletin Print Report
BSI is an Oregon limited liability company formed to own "the aircraft." BSI purchased the aircraft in 2003 for the private use of Mr. B, an Arizona resident. BSI reg...
Are Reimbursements Of "BPD Fees" Gross Income?
August 19, 2021 - Bulletin Print Report
TP is a U.S. corporation that is a member of an affiliated group, ("Group"). Group develops, manufactures, and distributes medical care products, including branded pr...
Restitution Orders May Be Enforced Against 401(k) Accounts
August 19, 2021 - Bulletin Print Report
From 2007 to 2017, F embezzled over $19 million from his former employer, NCI. F pleaded guilty to one count of wire fraud. The district court ordered F to pay restitution in t...
Coaxial And Fiber Optic Cable Are Real Property Assets
August 19, 2021 - Bulletin Print Report
TP is a limited liability company. TP is an indirect subsidiary of P, which is a REIT. TP intends to make an election to be taxed as a REIT. TP leases systems composed of perma...
Sales Properly Subject To Missouri Sales Tax
August 19, 2021 - Volume 15 Issue 159 Print Report
Applicant is an apparel and promotional products distributor located in Missouri with only one office location. Applicant has a customer whose corporateheadquar...
Is BHP Group Turning A Spin-Off Into A Dividend?
August 18, 2021 - Bulletin Print Report
Woodside Petroleum Ltd., ("W") and BHP Group, ("BG"), have entered into a "merger commitment deed" to combine their respective oil and gas portfol...
The Step Transaction Doctrine's Kryptonite
August 18, 2021 - Bulletin Print Report
Recently, Performance Food Group, Inc., ("PFG"), and Core-Mark Holding Co., ("CM"), entered into a plan and agreement pursuant to which PFG will acquire CM...
No UBT Deduction For Commissions Paid To A "DISC"
August 18, 2021 - Bulletin Print Report
P is an architectural, urban planning, and engineering firm. It was a New York limited liability partnership. SD was formed as a Delaware corporation on June 28, 2004. On or ab...
Contingencies Prevent Agreement From Being An "Option"
August 18, 2021 - Volume 15 Issue 158 Print Report
On Date 1, a Stock Option Agreement (Option Agreement) was entered into between PU and representatives of the shareholder that controlled the majority of TP's sto...
Foreign Tax Credits Cannot Offset The "NII" Tax
August 17, 2021 - Bulletin Print Report
Petitioner, ("P"), timely filed Form 1040 for 2013. She reported tax of $63,632 and she claimed a foreign tax credit of $63.632 to offset this tax. P attached Form 89...
Utilities Are Subject To Sales Tax
August 17, 2021 - Bulletin Print Report
P is a broadcasting company for a local television station. P had three NYSEGaccounts for its purchases of electricity. The auditor determined that additional tax was due...
Involuntary Conversions Encompass More Than Fifth Amendment Takings
August 17, 2021 - Bulletin Print Report
The Fifth Amendment to the United States Constitution provides, succinctly: "Nor shall private property be 'taken' for public use without just compensation."...
Taxpayer Could Not Correct Filing Status
August 17, 2021 - Volume 15 Issue 157 Print Report
Petitioner, (P), his wife, and their four children resided in Minneapolis. P's wife is the widow of P's half-brother, who was the biological father of the fou...
Machinery And Equipment Was "Used Directly" In Manufacturing
August 16, 2021 - Bulletin Print Report
Taxpayer, ("TP"), installed a bottling line at a bottling plant located in Washington. TP contemplated that the production line would be placed in service and product...
One's Home Is An Asset For Purposes Of Sec. 108(d)(3)
August 16, 2021 - Volume 15 Issue 156 Print Report
Petitioners incurred more than $100,000 in credit card debt. The amount by which their debt exceeded the amount paid was $77,265. Petitioners did not include this amo...
"Tax Distributions" Were Not Fraudulent Conveyances
August 16, 2021 - Bulletin Print Report
On May 4, 2006, P, F, and M formed FS as a Delaware limited liability company, (an "LLC"). On June 30, 2008, FS converted to a C corporation, under the name FSII. On...
Back-To-Back Mergers Intended To Qualify As Reorganizations
August 16, 2021 - Bulletin Print Report
Almost every deal involving a combination of cash and stock consideration nowadays is structured as a so-called "back-to-back" series of mergers. In these transaction...
Active Rents Exception Unaffected By GAAP
August 13, 2021 - Volume 15 Issue 155 Print Report
TP is a domestic corporation that provides a wide variety of financial services in the U.S. and throughout the world. TP is a wholly-owned subsidiary of P. TP and P i...
Taxpayers Denied "Physicians' Tax Credit"
August 13, 2021 - Bulletin Print Report
Generally, Alabama's legislature allows an income tax credit for a licensed Alabama physician who practices medicine; and "resides in a community" that has less t...
Absent A Postmark "Deemed Delivery Rule" Inapplicable
August 13, 2021 - Bulletin Print Report
Those who overpay federal income taxes may apply to the I.R.S. for a tax refund. A claim for refund generally must be filed "within three years from the time the return wa...
Telecommuter Taxed Where Services Were Performed
August 13, 2021 - Bulletin Print Report
In 2016, TP purchased a vacation home in Hawaii. In each of the years 2017-2019, TP spent time in Hawaii ranging from three to four months. In late December of 2019, TP travele...
Payment By Partner Of Partnership's Debt
August 12, 2021 - Volume 15 Issue 154 Print Report
MO is an Ohio limited partnership that was organized in 1986 with two partners: MOG, the general partner, and MML, the limited partner. Each held a 50 percent interest in MO.&n...
CP Will Not Be Deterred
August 12, 2021 - Bulletin Print Report
The battle for Kansas City Southern, (KCS), is by no means over. The jilted suitor, Canadian Pacific Railway, Ltd., (CP), has increased its offer and is convinced that its prop...
An LLC Was Not A "Business Corporation"
August 12, 2021 - Bulletin Print Report
APP was a Virginia limited liability company whose sole member was DR, a Delaware limited liability company. APP and DR were both members of the DI consolidated group. On Janua...
DKNG's Ever-Expanding Empire
August 12, 2021 - Bulletin Print Report
DraftKings, Inc., ("DKNG"), continues to grow by leaps and bounds. It is certainlynot averse to using its stock to make acquisitions, and its latest acquisition...
Assets Of An Out-Of-State Trust Included In Resident's Taxable Estate
August 11, 2021 - Bulletin Print Report
At the time of her death, HE was lifetime beneficiary of a trust, (the "G" trust) that had been created upon the death of her husband, DG. After HE died in 2015, the...
Deferral Of Guaranteed Payments Not Permitted
August 11, 2021 - Volume 15 Issue 153 Print Report
A is a partner in partnership X, (X). In 1979, pursuant to an agreement between A and X, A received $500x as a "finder's fee" for obtaining acceptable applicants...
Exercise Of Professional Judgment Is Not "Reasonable Cause"
August 11, 2021 - Bulletin Print Report
B and R, CPAs, conducted business as a partnership and prepared tax returns for individuals, partnerships, corporations, and fiduciaries. For the years 2013 and 2014, Petitione...
Federal Tax Lien Can Attach To Intangible Personal Property
August 11, 2021 - Bulletin Print Report
Between August 2013 and August 2016, the I.R.S. filed special notices of federal tax liens in accordance with section 6323(f) of the Code with the Secretary of State of Connect...
What Is An "Other Periodical?"
August 10, 2021 - Volume 15 Issue 152 Print Report
Petitioner, (P), was organized on September 6, 1957. P's principal business was the compilation and distribution by mail to its customers of charts containing confidential...
A Portion Of A Preferred Share Is "Stock" For Purposes Of Section 382
August 10, 2021 - Bulletin Print Report
TP is a State A corporation whose common stock is widely held and publicly traded. On Date 2, TP acquired the stock of Target. In order to fund a portion of the purchase price...
California Counties Overtaxed A Railroad's Property
August 10, 2021 - Bulletin Print Report
BNSF Railway Co., ("B"), owns property in various California Counties, (the "Counties"). B alleges that the Counties are taxing its property at a higher rat...
Doctrine Of Federal Conformity Not Applicable
August 10, 2021 - Bulletin Print Report
In 2012, N owned both a direct interest in CL and an indirect interest in that entity through an ownership interest in LS, for a total ownership interest of 42.575 percent. CL...
Senator Wyden Would Eviscerate Carried Interest As We Know It
August 9, 2021 - Bulletin Print Report
Senator Wyden (D-Oregon), the powerful chairman of the Senate Finance Committee, has introduced legislation, "the Ending the Carried Interest Loophole Act," (the &quo...
PENN Will Offer Canadian Residents Tax-Free "Rollover" Treatment
August 9, 2021 - Bulletin Print Report
Penn National Gaming, Inc., ("PENN"), and Score Media & Gaming, Inc., ("SCR"), recently announced that they have entered into a definitive agreement &qu...
Income From Prepaid Postage and Handling Qualifies For Deferral
August 9, 2021 - Volume 15 Issue 151 Print Report
The taxpayer is a magazine publisher that reports its income for federal income tax purposes on an accrual method of accounting. The taxpayer offers subscribers an opportunity...
Collection Of Sales Tax Is Not "Trade" Or "Commerce"
August 9, 2021 - Bulletin Print Report
Walmart, ("W"), sells "5-Hour Energy" to customers in Pennsylvania, ("PA"). Bottles of 5-Hour Energy are labeled as "Dietary Supplements,&quo...
Bad Timing Leads To Assessment Of Pennsylvania's Transfer Tax
August 6, 2021 - Bulletin Print Report
The instant matter involves a dispute between Petitioner, ("P"), and the Commonwealth of Pennsylvania over a Transfer Tax assessed on a deed, ("Deed"), from...
No State Tax Credit For Foreign Taxes Permitted
August 6, 2021 - Volume 15 Issue 150 Print Report
The taxpayers, a husband and his wife, filed a joint Virginia resident income tax return for 2012. During that year, the husband realized gain from the sale of real property in...
Rebates Were Not A "Bona Fide Discount"
August 6, 2021 - Bulletin Print Report
Taxpayer, headquartered out-of-state, sells its products to distributors throughout the country, including in Washington. Taxpayer provides "inventory pricing adjustments&...
Author's Promotional Income Was Derived From Her Trade Or Business
August 6, 2021 - Bulletin Print Report
S is a crime fiction author. S received income for her books through contracts with publishers. S was required to write an original manuscript for a book. If the manuscript was...
Land Sale Produced Ordinary Income
August 5, 2021 - Volume 15 Issue 149 Print Report
C was organized in March 2000 by P, B, and K (petitioners). C elected to be taxed as a partnership. Petitioners incorporated EG in Montana in August 2000.  ...
Uncapping Of Taxable Value Of Realty Permissible
August 5, 2021 - Bulletin Print Report
MIM was established by MJ and JW in 2014. TML was established by MIM, RB, and EL for the purpose of purchasing, developing, and selling the subject property. MIM owned a 42 per...
NOLs Can Shelter "Built-In Gains"
August 5, 2021 - Bulletin Print Report
The value of a target's net operating losses, ("NOLs"), to an acquirer has always been shrouded inmystery. Whether an acquirer should "pay" for th...
Donee Must Be Entitled To Proportionate Part Of Extinguishment Proceeds
August 5, 2021 - Bulletin Print Report
Section 170(a) of the Internal Revenue Code provides the general rule that a deduction is allowed for a charitable contribution made within the taxable year. Section 170(f)(3)(...
Principal Residence Consists Of Land And Improvements Thereon
August 4, 2021 - Volume 15 Issue 148 Print Report
A's principal residence was destroyed in September 1991 by a tornado that was subsequently declared a disaster by the President. In the same year, A received insurance proc...
Temporary Storage Of Natural Gas Does Not Incur Ad Valorem Tax
August 4, 2021 - Bulletin Print Report
This case began in 2011 when M sought an exemption from ad valorem tax on natural gas owned by M but shipped in a third party's pipeline and stored in the pipeline company&...
Contractor Not Engaged In Retail Sale Of Systems
August 4, 2021 - Bulletin Print Report
TP is a licensed contractor with an electrical specialty. TP considers itself to be the user or consumer of all materials installed in the real property of its customers and pa...
Forest Products Tax Exemption Not Available
August 4, 2021 - Bulletin Print Report
Taxpayer is a Virginia company engaged in harvesting forest products, sawmill operations, and farming. The auditor found that Taxpayer made tax exempt purchases of lime and two...
Lawn Care Company Not Entitled To Use Tax Exemption
August 3, 2021 - Bulletin Print Report
The statute exempts from the use tax: "Property sold to a person engaged in a business enterprise and using and consuming the property in the tilling, planting, caring for...
Payments To "Adviser General Partner" Subject To Sec. 707(a)
August 3, 2021 - Volume 15 Issue 147 Print Report
ABC is a partnership and is registered with the S.E.C. as an open-end diversified management company. The partnership agreement provides for two classes of general partners: (1...
The "Mailbox Rule" Has Been Conclusively Supplanted
August 3, 2021 - Bulletin Print Report
In early 2009, MC rolled over $325,308 from a traditional IRA to a SIMPLE IRA. Plaintiffs dispute that this was a rollover, and instead claim that the transaction was a "t...
Bankruptcy Court Applies The "Withholding Rule"
August 3, 2021 - Bulletin Print Report
KC, the "Debtor," filed thisChapter 7 bankruptcy case on December 23, 2020. Before the petition date, the Debtor and his non-filing spouse, CC, filed a joint fe...
Square, Inc. To "Force" A "Qualified Stock Purchase" Of APT
August 2, 2021 - Bulletin Print Report
Square, Inc., ("SQ"), and AfterpayLtd., ("APT"), an Australian company, announced that they have entered into a "Scheme Implementation Deed"...
BVS And MSON Are Planning A "Cash Option" Merger
August 2, 2021 - Bulletin Print Report
Bioventus, Inc., ("BVS"), and Misonix, Inc., ("MSON"), announced that they have entered into a definitive agreement in connection with which BVS will acquir...
Taxpayer's Home Was Her Principal Place Of Business
August 2, 2021 - Bulletin Print Report
During the year in issue, P lived in a 1,288-square-foot, two bedroom apartment; she paid $27,447.76 in rent for the apartment that year. P was employed as an account executive...
M.B.A. Candidate Was Not The "Prevailing Party"
August 2, 2021 - Bulletin Print Report
M began an M.B.A. program at the Kellogg School of Management at Northwestern University in the fall of 2014. Prior to receiving his degree, M was employed as a Senior Consulta...
Management Fees Found To Be "Guaranteed Payments"
August 2, 2021 - Volume 15 Issue 146 Print Report
The taxpayers are the general partners in a limited partnership formed to purchase, develop, and operate a shopping center. The partnership agreement specifies the taxpayers...
"Domesticating" Gives Rise To Shareholder Level Tax Consequences
July 30, 2021 - Bulletin Print Report
We have seen any number of foreign corporations "domesticate" by means of a merger of the foreign corporation with and into a newly created (almost always) Delaware c...
Reimbursed Expenses Not Deductible
July 30, 2021 - Volume 15 Issue 145 Print Report
TP is a limited partnership. TP has leased the Business Premises since Year 1 and extended its lease on Date 1. On Date 2, State Agency informed the landlord that it...
Taxes Erroneously Paid To Vendor Cannot Be Credited
July 30, 2021 - Bulletin Print Report
The taxpayer, a veterinary office in Virginia, was assessed sales tax on sales made to customers independent of the provision of professional services on which saidtax wa...
Related Party Loss Was Disallowed
July 30, 2021 - Bulletin Print Report
L is a "commercial paper conduit" and wholly owned subsidiary of GSS. For tax purposes, L is a flow through partnership, in which GSS is a partner. In 2011, L filed a...
Owner/Beneficiary Of A Foreign Trust Was Subject To A 35 Percent Penalty
July 29, 2021 - Bulletin Print Report
W was the sole owner and beneficiary of an offshore trust. Section 6048 of the Code requires U.S. owners of a foreign trust to ensure that the trust files an annual return, see...
Deemed Asset Sale Gain Is N.Y. Source Income
July 29, 2021 - Volume 15 Issue 144 Print Report
Plaintiffs, residents of Tennessee, were shareholders of JBS, incorporated in Tennessee and taxable as an 'S' corporation for Federal and New York State incom...
Indefinite Employment Fixes One's Tax Home
July 29, 2021 - Bulletin Print Report
Around 2014, P began working as a nurse at the VA hospital in Louisville, Kentucky. P worked full time at the VA hospital through at least 2018. When she began working...
Entrepreneur May Deduct MBA Expenses
July 29, 2021 - Bulletin Print Report
P received an undergraduate degree from the University of California, Berkeley in 2011. After receiving his degree, P worked as an investment banking analyst at Goldman Sachs f...
Debt Not Secured By Principal Residence
July 28, 2021 - Volume 15 Issue 143 Print Report
At all relevant times, petitioners have owned the Oakland Gardens property (OG), and have used it as their primary residence. In June, 2005, petitioners entered into...
Capstead Mortgage's Merger Intended To Be A Taxable Transaction
July 28, 2021 - Bulletin Print Report
Benefit Street Partners Realty Trust, Inc., ("Parent"), and Capstead Mortgage Corporation, (the "Company"), announced they have entered into a definitive me...
National Bank Subject To Virginia Bank Franchise Tax
July 28, 2021 - Bulletin Print Report
An affiliated group that does business in Virginia, (the "Virginia Group"), files its Virginia corporate income tax returns on a separate entity basis. Affiliate A is...
Franchise Fee Dispute Best Adjudicated By State Court
July 27, 2021 - Bulletin Print Report
The Indiana Video Service Franchises Act of 2006, (the "Act"), regulates the way cable television companies do business within the Hoosier state. Anyone offering &quo...
Supplemental Payments Not Qualified Foster Care Payments
July 27, 2021 - Volume 15 Issue 142 Print Report
TPs operated a group home for foster children during the years in question. The group home provided care for handicapped children, and the number of suchchildre...
Pipe Manufacturer Not Eligible For Tax-Exempt Status
July 27, 2021 - Bulletin Print Report
According to petitioner, ("P"), it is "a successor to a for-profit business that never made any profit." The reference to the "for-profit business"...
Environmental Mitigation Costs Found Deductible
July 27, 2021 - Bulletin Print Report
TP owns two facilities (Unit 1 and Unit 2) located at an energy generating station (Station) in State. An unrelated entity, Entity B, owns a third facility (Unit 3) at Station....
Refund Of ITC Carryover Denied
July 26, 2021 - Bulletin Print Report
P operates a manufacturing facility within a designated Empire Zone. P seeks a refund of Empire Zone investment tax credits, ("EZ-ITC") in the amount of $219,684,307...
Tender Offer Is An Isolated Redemption
July 26, 2021 - Volume 15 Issue 141 Print Report
Corporation A, (CA), is an investment company registered with the S.E.C. CA is incorporated in State X and engages in business as a diversified, closed-end management...
Property Located On Leased Premises Subject To Tax
July 26, 2021 - Bulletin Print Report
In 1951, Florida ceded to the federal government exclusive jurisdiction over an area of land, which became Eglin Air Force Base. The Deed provided that the property was exempt...
Will There Be Withholding Tax Imposed On QTS's Liquidating Distribution?
July 23, 2021 - Bulletin Print Report
QTS Realty Trust, ("QTS"), is being acquired by an affiliate of Blackstone in a mannerthat, at least in the REIT world, is quite commonly employed. In short, QT...
Deferred Subscription Income Constitutes A Liability
July 23, 2021 - Volume 15 Issue 140 Print Report
Partnership (PS) is an equal general partnership owned in equal proportionsby A and B. During Year 1, PS distributed a total of "$g" to A and B and in...
Fidelity Was Not A "Fiduciary"
July 23, 2021 - Bulletin Print Report
Plaintiff, a participant and beneficiary in the Pfizer Consolidated Pension Plan, (the "Pfizer Plan"),alleges that Defendants, the Pfizer Retirement Committee a...
Aggrieved Investor Did Not Sustain A "Net Operating Loss"
July 23, 2021 - Bulletin Print Report
In August 2007, Mr. Swartz, ("S"),invested $1.5 million in securities of CTI Holdings, LLC, ("CTI"), a "global entertainment company." Two m...
The Willens Deal Survey July 2021
July 22, 2021 - The Deal Survey: July 2021 Print Report
Welcome to this month's summary of deals. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database.
Short Sale Obligation Constitutes A "Liability"
July 22, 2021 - Volume 15 Issue 139 Print Report
P owns all of the stock of S. P enters into a "short sale" of XYZ securities on a national securities exchange. P's broker takes securities on han...
Industry Profit Margins Cannot Invoke The "Cohan" Rule
July 22, 2021 - Bulletin Print Report
F held a 50 percent shareholder interest in AE, an 'S' corporation. On a 2015 Form 1120S, AE reported $6,755,527 in gross receipts and $6,379,331 in cost of goods sold....
No Foreign Tax Credit Without Foreign Source Income
July 22, 2021 - Bulletin Print Report
P jointly owned two brokerage accounts, one with each of his sons, DAV and DAN. Each of the accounts generated foreign source income during tax year 2016. The Canadian Governme...
Property Not Used Exclusively For Public Worship
July 22, 2021 - Bulletin Print Report
OTR Living Water Ministry, ("OTR"), seeks exemption from real property taxation for parcel number 081-0004-0029-00. The subject property is improved with a three-stor...
PRGO Failed To Adequately Disclose Its Irish Tax Dispute
July 21, 2021 - Bulletin Print Report
In December 2013, PerrigoCompany plc, ("PRGO"), purchased Elan Corporation plc, ("E"), which allowed PRGOto establish its tax domicile in Irelan...
Redemption Is An Isolated Transaction
July 21, 2021 - Volume 15 Issue 138 Print Report
Company, (C), is a domestic corporation. C has outstanding 9,981,537 voting common shares, 148,414 Series A shares, 257,269 Series B shares, 472,048 Series C shares,...
Repair Property Not Exempt From Sales Tax
July 21, 2021 - Bulletin Print Report
C manufactures aluminum. For its manufacturing process, C purchased the "items" from Kentucky vendors. C paid the sales and use tax to the vendors. Because C believed...
Incarcerated Taxpayer Failed To Establish Reasonable Cause
July 21, 2021 - Bulletin Print Report
L was incarcerated from April 2013 to June 2015. In May 2013, he executed a Universal Power of Attorney appointing KB as his attorney in fact. While incarcerated, L directed KB...
MIC's Proxy Materials Outline "Reorganization's" Tax Consequences
July 20, 2021 - Bulletin Print Report
Macquarie Infrastructure Corporation, ("MIC"), recently issueda preliminary proxy statement in which it discusses, in some substantial detail, the steps of the...
Guardian Cannot Be Foster Care Provider
July 20, 2021 - Volume 15 Issue 137 Print Report
Taxpayers (TPs) reside in Ohio with their adult son, Tony, who is 30 years old. Tony has been severely handicapped since birth. Tony is unable to provide for his own&...
Digital Mark Does Not Meet Signature Requirement
July 20, 2021 - Bulletin Print Report
Plaintiff, ("P"), is a U.S. citizen. In 2015 and 2016, he lived in Australia while working for a defense contractor. P filed timely Form 1040 for tax years 2015 and 2...
Refund Claim Was Duly Filed
July 20, 2021 - Bulletin Print Report
On November 12, 2018, P sent the I.R.S. a Form 1120X for its fiscal year that ended February 2015, ("Tax Year 2014"). The amended return requests a refund. The amende...
Reinstated Mortgage Loses Its Priority
July 20, 2021 - Bulletin Print Report
On February 24, 2006, the Ns granted a mortgage to CB on their property. The mortgage was duly recorded. In subsequent years, several federal tax liens pursuant to section 6321...
Late Filing Penalty Properly Waived
July 19, 2021 - Bulletin Print Report
TPs attempted to file an extension to file their Return for 2018. In addition, they made an estimated payment of $4,200 by the May 15, 2019 deadline to pay Louisiana personal i...
Steps Will Occur "In Pursuance Of A Plan Of Reorganization"
July 19, 2021 - Bulletin Print Report
Taxpayer, ("TP"), is the common parent of a worldwide group of foreign and domestic affiliates. TP owned all of the membership interests in DE1, a disregarded entity....
PRGO's Irish Tax Dispute Enters A New Phase
July 19, 2021 - Bulletin Print Report
Perrigo Company plc, ("PRGO"), has had a cloud hanging over it for nearly three years in the form of a 1.636 billion Euros income tax deficiency assessed by "Iri...
Property Is Both Destroyed and Condemned
July 19, 2021 - Volume 15 Issue 136 Print Report
TP owned improved real estate used in its trade or business in city X. Dangerous chemicals were released in the city whereTP's property was located. A gover...
California Taxation Of Liquidation Of An Insurance Company
July 16, 2021 - Bulletin Print Report
T is an insurance company and is not subject to the corporate franchise and income tax imposed by Part 11 of the California Revenue and Taxation Code, ("CRTC"). T was...
Determining Sec. 357(c) Gain When Multiple Properties Transferred
July 16, 2021 - Volume 15 Issue 135 Print Report
As of April 20, 1982, C and D were eachpartners in general partnerships P1 through P12; and trusts T3, T4, and T5 werepartners in each of P1, P2, P4, P5,...
XOG Shareholders Are In Line For "Tax-Free" Dividends
July 16, 2021 - Bulletin Print Report
Bonanza Creek Energy, Inc., ("BCEI"), and Extraction Oil & Gas, Inc., ("XON"), are in the process of meeting the prerequisites that will enable the comp...
Occasional Sales Are Not Subject To The "ROT"
July 16, 2021 - Bulletin Print Report
A is a subsidiary of an infrastructure industry conglomerate, B. A leases access and scaffolding systems in Illinois. Generally, afterthe lease expires, possession of the...
The '87 FBAR Penalty Regulation Is A "Nullity"
July 15, 2021 - Bulletin Print Report
K willfully failed to file "FBAR" for 2008 as required by 31 U.S.C. section 5314. The FBAR should have reported two bank accounts held by K at Credit Suisse. The aggr...
Commitment Fees Are A Cost Of Acquiring The Loan
July 15, 2021 - Volume 15 Issue 134 Print Report
Rev. Rul. 56-136, 1956-1 C.B. 93, holds that commitment fees incurred pursuant to a bond sale agreement under which funds for construction are made available in speci...
BBBY Not Liable For Michigan Use Tax On Advertising Materials
July 15, 2021 - Bulletin Print Report
Plaintiff, ("P"), operated 31 stores in Michigan. P produced advertising materials that were delivered to its Michigan customers through the mail. P designed the adve...
Liberty Mutual Holding Company Will Annex The "State Auto Group"
July 15, 2021 - Bulletin Print Report
Liberty Mutual Holding Company, Inc., ("LMHC"), State Automobile Mutual Insurance Company, ("SAM"), and SAM's 59-percent owned subsidiary, State Auto Fi...
Agent Must Reveal Identity Of Condemning Authority
July 14, 2021 - Volume 15 Issue 133 Print Report
X, a corporate trustee for a public utility engaged in the production of electric power (power company), purchased various tracts of land on behalf of the power compa...
KNX Secures A Basis Step-Up
July 14, 2021 - Bulletin Print Report
Recently, Knight-Swift Transportation Holdings, Inc., ("KNX"), acquired 100 percent of the outstanding stock of AAA Cooper Transportation and an affiliated entity, (&...
Taxpayer Failed To Document The Amount Of Her Claimed Casualty Loss
July 14, 2021 - Bulletin Print Report
Taxpayer, ("TP"), timely filed her 2016 Alabama individual income tax return in which she requesteda refund of $2,112. The Alabama Department of Revenue, (the &...
Foreign LLC Considered To Be "Doing Business" In California
July 14, 2021 - Bulletin Print Report
APPs were LLCs organized in Louisiana. APPs were not registered to do business with the California Secretary of State. Hotel #3 was organized to invest in IC, a California LLC...
Tax Avoidance Not Primary Purpose For 'C' Reorganization
July 13, 2021 - Volume 15 Issue 132 Print Report
F is engaged in acquiring large tracts of unimproved real estate and developing those tracts into recreational and retirement communities. GF was organized to insure...
Can PFE "Spin-Off" Its Consumer Healthcare JV Interest?
July 13, 2021 - Bulletin Print Report
In 2019, Pfizer, Inc., ("PFE"), and GSKcontributed "our respective health care businesses into a JV." These businesses had been conducted by each of G...
New Business Ineligible For Small Business Tax Credit
July 13, 2021 - Bulletin Print Report
Taxpayers, ("TPs"), timely filed their 2017 Alabama individual income tax return on which they requested a refund. The refund request was generated by a $3,000 tax cr...
Minister Subject To Self-Employment Tax
July 13, 2021 - Bulletin Print Report
KA is an ordained bishop and a full-time pastor of the New Horizons Church. The As reported a total income of $53,560 in 2017 and $64,090 in 2018. Each tax return filed contain...
Recordation Tax Cannot Be Imposed On Conveyance Of Intangible Assets
July 12, 2021 - Bulletin Print Report
In July 2014, the "BLLCs" contracted to sell three senior living facilities located in Montgomery and Baltimore Counties. The buyer of the three facilities was B. The...
Spin-Off Features Unusually Sequenced Debt-For-Debt Exchange
July 12, 2021 - Bulletin Print Report
Distributing, ("D"), is a publicly traded State A corporation and serves asthe common parent of a group of domestic affiliated corporations, (the "D Group&...
Timely Request To Revoke Sec. 83(b) Election Granted
July 12, 2021 - Bulletin Print Report
On Date 1, Y received, in exchange for the performance of services, "X" shares of Employer common stock granted to Y by Employer, subject to "a substantial risk...
Selling "Mixed-Use" Property
July 12, 2021 - Volume 15 Issue 131 Print Report
The petitioners resided on "the property" and they operated a towing business from a building they constructed on part of the property. &nbs...
Personal Residence Not Considered I.R.S. Agent's "Tax Home"
July 9, 2021 - Bulletin Print Report
In 2009, W began working as a revenue agent for the I.R.S. His "post of duty" was the I.R.S. examination office in Laguna Niguel, California, ("LNC"); it wa...
Periodic Pension Payments
July 9, 2021 - Volume 15 Issue 130 Print Report
The taxpayer, a domestic corporation,provides fiduciary and administrative services to individual and corporate retirement plans. With respect to the IRAs it se...
Tax Violated The Supremacy Clause Of The U.S. Constitution
July 9, 2021 - Bulletin Print Report
In 2015, WR sold a tract of timberland to the USFS. The property had been designated by the county as "forestland" and, therefore, subject to a lower tax rate than no...
Property Held In Trust Not Owned By Grantor Or Beneficiary
July 8, 2021 - Volume 15 Issue 129 Print Report
The Constitution of the State of Virginia provides that "all property, except as hereinafter provided, shall be taxable." The Constitution authorizes limited exemptio...
Forfeited Deposits Are Not Subject To Sales And Use Tax
July 8, 2021 - Bulletin Print Report
B owns and operates BSR. BSR offers lodging accommodations, upon which sales B collects both Use Tax and Sales Tax. At booking, B assesses guests the "Resort Services Fee,...
FBAR Defendant Ordered To Repatriate Swiss Assets
July 8, 2021 - Bulletin Print Report
The Government brought this action against S for failing to report his relationship with a foreign financial agency as required by 31 U.S.C. section 5314, (i.e., "FBAR&quo...
Health Care Practitioner Denied Deduction From Gross Receipts
July 8, 2021 - Bulletin Print Report
On June 17, 2020, the Taxation and Revenue Department, (the "Department"), issued a Notice of Assessment of Taxes and Demand for Payment to TP. J, TP's spouse, wa...
Primarily Remedial Claims Survive Death
July 7, 2021 - Bulletin Print Report
The I.R.S. assessed FBARpenalties pursuant to section 5321(a)(5) for G's non-willful failure to files FBARsreporting his financial interest in foreign bank acco...
Ohio State University's Airport Is Exempt From Tax
July 7, 2021 - Bulletin Print Report
The Airport sits on a 325.614-acre parcel owned by the state of Ohio. Ohio State University, ("OSU"), Airport operates as a full-service airport. It also qualifies as...
Lowboy Not "Integral And Essential" To The Production Process
July 7, 2021 - Bulletin Print Report
TP is a trucking and excavating company based in Indiana. The Indiana Department of Revenue, (the "Department"), assessed use tax on several items purchased by TP. TP...
"Boot" Gain Found To Be A Dividend
July 7, 2021 - Volume 15 Issue 128 Print Report
Distributing, (D), owns all the stock of Controlled, (C). C conducts a real estate construction and development business. The other subsidiaries of D, which is a holding compan...
State-Owned Property Can Be Condemned By Private Parties
July 6, 2021 - Bulletin Print Report
We are asked, the Court said, to decide whether the Federal Government can constitutionally confer on pipeline companies the authority to condemn necessary rights-of-way in whi...
Inherited IRA Distributions Cannot Be Rolled Over
July 6, 2021 - Bulletin Print Report
DA assumed ownership of IRA X upon DA's spouse's death. On Date 1, DA named Trust T as the beneficiary of IRA X. On Date 2, DA executed a power of appointment over Trus...
Accrual Of Interest Not Affected By Sec. 7507(a) Immunity
July 6, 2021 - Bulletin Print Report
TPB is a corporation for tax purposes. On Date 1, TPBwas insolvent, and on that date, the FDIC took receivership of TPB. Between Date 1 and Date 2, TPB's income taxes...
Leasing Business "Carried On" During Period of Nonoccupancy
July 6, 2021 - Volume 15 Issue 127 Print Report
In 1973, TP purchased an office building for the purpose of leasing space to tenants. TP felt renovation of the building was needed in order to get it "in more rentable co...
International Seaways' Special Dividend Will Not Be Extraordinary
July 2, 2021 - Bulletin Print Report
As contemplated by the merger agreement, the board of directors of International Seaways, Inc., ("ISI"), has declared a "contingent special dividend" amount...
Ordinances Impose Invalid "Taxes"
July 2, 2021 - Bulletin Print Report
The Greenville County Council, ("GCC"), enacted the two ordinances at issue in 2017. Ordinance 4906 was enacted "to change the road maintenance fee to...$25.&quo...
Acquiring Replacement Property Finalizes A Sec. 1033 Election
July 2, 2021 - Volume 15 Issue 126 Print Report
In 1978, the taxpayer realized a gain on the involuntary conversion of its property. On its 1978 income tax return, the taxpayer elected to defer recognition of the gain under...
Extended Limitations Period Properly Applied
July 2, 2021 - Bulletin Print Report
P owned an interest in C, a partnership. Ps filed a joint 2006 Form 1040, wherein they reported $1,531,256 of capital gain on line 13. They listed the same figure on line 12 of...
Consideration Includes Relief From A Mortgage
July 2, 2021 - Bulletin Print Report
On September 5, 2017, Taxpayer quitclaimed her interest in the real property, (the "Residence"), to Buyer 1 and Buyer 2. The Department of Revenue determined that the...
Threat Or Imminence of Condemnation
July 1, 2021 - Volume 15 Issue 125 Print Report
Sec. 1033(a)(2)(A) of the Internal Revenue Code provides that if property is involuntarily converted into money, and the taxpayer during a specified replacement period, for the...
VTR Has The Right To Preserve SNR's REIT Status
July 1, 2021 - Bulletin Print Report
Ventas, Inc., ("VTR"), and New Senior Investment Group, Inc., ("SNR"), each a real estate investment trust, ("REIT"), announced that they have ent...
Vocational School Disqualified From "Tuition Fee Deduction"
July 1, 2021 - Bulletin Print Report
Taxpayer, ("TP"), offered bachelor's and associate's degree programs, which included some general educational requirement courses required for finishing the d...
What If A "Two-Step" Merger Fails To Qualify As A Reorganization?
July 1, 2021 - Bulletin Print Report
Performance Food Group Co., ("PFG"), and Core-Mark Holding Co., ("CM"), have entered into a plan and agreement pursuant to which PFG will acquire CM in a &q...
Butane Is A Taxable Fuel
June 30, 2021 - Bulletin Print Report
USV is a privately held corporation. One aspect of its business is to produce and sell motor fuels. Since 2012, USV has commonly added butane to the gasoline it produces and se...
Compensation For Injury To Goodwill Not Taxable
June 30, 2021 - Volume 15 Issue 124 Print Report
Petitioner, (P), was engaged in the banking business in Kentucky. It was the custom of P to make a charge for the collection of checks drawn on it and sent from other...
Taxpayer Was Not An "Interstate Fleet Motor Carrier"
June 30, 2021 - Bulletin Print Report
P's customer base is primarily utility companies. P engages in several activities to serve these customers, including well pad construction...and other...trucking or transp...
Travel Expenses Not Incurred While Taxpayer Was Away From Home
June 30, 2021 - Bulletin Print Report
During the tax year at issue, the Ss maintained a personal residence in Las Vegas, Nevada, while MS worked in Arizona. His employer paid him an expense reimbursement at a daily...
Supreme Court Declines To Hear "Remote" Worker Case
June 29, 2021 - Bulletin Print Report
We are disappointed, but hardly surprised, that the United States Supreme Court has chosen not...
In-State Deliveries Establish Substantial Nexus
June 29, 2021 - Volume 15 Issue 123 Print Report
Space Age Fuels, Inc., (SA), is a retail and wholesale seller of fuel. SA is incorporated in Oregon and maintains its principal place of business in Oregon. Approxima...
Lack Of Transactional Nexus Barred Imposition Of Sales Tax
June 29, 2021 - Bulletin Print Report
P is an 'S' corporation headquartered in Wisconsin. Pis engaged in the business of commercial printing of "printed materials" to customers throughout th...
Teleworkers Eligible For "REAP" Credit
June 29, 2021 - Bulletin Print Report
TP is an unincorporated business tax, ("UBT"), filer and receives an annual Relocation Employment Assistance Program, ("REAP"), credit for consulting servic...
Custom Manufacturer Engaged In A Qualified Trade Or Business
June 28, 2021 - Bulletin Print Report
Taxpayer, ("TP"), a 'C' corporation, is in the business of manufacturing "Class of Products" as prescribed by third-party health care providers. Spe...
FCC Order Equivalent To A "Public Taking"
June 28, 2021 - Bulletin Print Report
Taxpayers, ("TPs"), are in the business of providing communication services through commercial communicationsatellites and other infrastructure, (the "Sate...
Minority Shareholder's Redemption Is A Dividend Equivalent
June 28, 2021 - Volume 15 Issue 122 Print Report
On or about Date 1, Company, (C), made an offer to purchase up to #1 shares of its common stock and up to #2 shares of its Class A common stock for Amount 1. C's...
Basis Reductions Occur In The Year Of Disposition
June 25, 2021 - Bulletin Print Report
In 2009, P purchased 27 investment properties on which he assumed outstanding loans totaling $1,714,520. All of the loans were held by the same bank, (the "lending bank&qu...
Indefinite Suspension Of A Trade Or Business
June 25, 2021 - Volume 15 Issue 121 Print Report
The taxpayer, who has been engaged in the practice of anesthesiology for several years, suspended practice indefinitely because of substantialincreases in premi...
Appropriation Of A Right Of Access Is A Physical Taking
June 25, 2021 - Bulletin Print Report
The Agricultural Labor Relations Board of California, (the "Board"),has promulgated a regulation providing that the self-organizing rights of employees include...
Damages For Failure To Complete A Merger
June 24, 2021 - Volume 15 Issue 120 Print Report
On Date 1, TP entered into an Agreement and Plan of Merger with B (Agreement 1) to acquire the stock of B. Under the terms of Agreement 1, B was permitted to consider...
Idle Mine Is Not "Low Grade Iron Ore Mining Property"
June 24, 2021 - Bulletin Print Report
From its opening in 1963 until August 2016, low grade iron ore was mined on the property at an average of 5.5 million tons per year. During that period of time, the property on...
Capitalized Waste Stripping Not Exempt From Taxation
June 24, 2021 - Bulletin Print Report
In January 2018 the Borough assessor valued the Fort Knox Mine--owned by FGM--at $673.1 million and assessed property taxes accordingly. Of that value, $655.3 million derived f...
Business Purpose For Distribution Found
June 23, 2021 - Volume 15 Issue 119 Print Report
Distributing, (D), is a State X corporation. D is engaged in two businesses: MB and EB. D has a single class of common stock outstanding, all of which is held by SHA. Employee...
L Brands, Inc. Announces Details Of Proposed Victoria's Secret Spin-Off
June 23, 2021 - Bulletin Print Report
L Brands, Inc., ("L"), has decided to divest its Victoria's Secret operation in a tax-efficient manner, i.e., by means of a tax-free spin-off of such operation to...
Virginia Has Not Adopted The "CARES" Act
June 23, 2021 - Bulletin Print Report
The taxpayer filed a 2018 Corporate Application for Refund Carry Back of Net Operating Loss, claiming a net operating loss deduction for the 2016 taxable year by carrying back...
Universal Music Group B.V. Will Have New Owners
June 22, 2021 - Bulletin Print Report
Vivendi S.E., ("V"), currently owns 80 percent of the Ordinary Shares of Universal Music Group B.V., ("UMG"), and a consortium led by the Tencent group owns...
The Willens Deal Survey June 2021
June 22, 2021 - The Deal Survey: June 2021 Print Report
Welcome to this month's summary of deals. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database.
Temporary Cessation of Business Activity Does Not Bar Deduction
June 22, 2021 - Volume 15 Issue 118 Print Report
X, an attorney, was admitted to practice law in Z in May 1987. In September 1986, X began employment as an associate attorney with a law firm. In June 1988, accepted employment...
Claims Processing Services Not Subject To Sales Tax
June 22, 2021 - Bulletin Print Report
Petitioner, ("P"), is a Kansas limited liability company with a principal place of business in Florida. P does not maintain an office in New York State. P does not ha...
Bitcoin And Ether Differ In "Nature And Character"
June 22, 2021 - Bulletin Print Report
Virtual currency is a digital representation of value that functions as a medium of exchange, a unit of account, or a store of value other than a representation of the U.S. dol...
Plaintiffs Not Injured By Unenforceable "Individual Mandate"
June 21, 2021 - Bulletin Print Report
As originally enacted, the Affordable Care Act required most Americans to obtain minimum essential health insurance coverage. The Act also imposed a monetary penalty on individ...
Donor Lacks "Standing" To Sue Donor-Advised Fund's Sponsor
June 21, 2021 - Bulletin Print Report
Schwab Charitable Fund, ("SCF"), is a 501(c)(3) public charity that sponsors a donor-advised fund. The fund allows donors to make tax-deductible charitable donations...
Ascertaining One's "Principal Residence"
June 21, 2021 - Volume 15 Issue 117 Print Report
For the past 11 years, petitioner, (P), has been employed as an internal revenue officer by the I.R.S. in New Jersey. On January 21, 2005, P purchased a "residential condo...
Advisory Bulletin Is Not A "Regulation"
June 18, 2021 - Bulletin Print Report
Oil and gas producers in Alaska have been subject to an annual production tax since 1977. The statutes have included a variety of credits that North Slope producers may obtain...
Inherited I.R.A. Ruled To Be Exempt Property In Chapter 7 Case
June 18, 2021 - Volume 15 Issue 116 Print Report
The Chapter 7 Trustee objected tothe claim of exemption of debtors JST and SFB in the asset known as "the Inherited I.R.A." The Inherited I.R.A. was a...
Legal Tender Generally Exempt From Illinois Retailers' Occupation Tax
June 18, 2021 - Bulletin Print Report
A client will be selling paper currency to customers located in Illinois. The currency to be sold was generally issued by a nation or by a state's government. The currency...
What Is The "Change" Date In A Title 11 Case?
June 17, 2021 - Volume 15 Issue 115 Print Report
TP began incurring losses and generated a net operating loss (NOL) carryforward in its tax year ending Year 1. On Date 1, TP filed a voluntary petition in bankruptcy...
No Loss Deduction For "Withheld" Income
June 17, 2021 - Bulletin Print Report
Mr. Mark Staples, ("S"), worked for the federal government until 2012, at which time he retired therefrom due to a disability. In that same year, he began receiving d...
Aircraft Not Used Principally In Interstate Commerce
June 17, 2021 - Bulletin Print Report
A purchased the Aircraft in Ohio and stored it in Maryland, his place of residence. He did not pay any sales and use tax for the Aircraft in either of Ohio or Maryland. During...
Property Leased By A Charter School Not Exempt From Tax
June 17, 2021 - Bulletin Print Report
Texas has authorized O to operate public open-enrollment charter schools and provide public education... Part of O's main campus is located on property it does not own but...
Taxpayer Runs Afoul Of The "Substantial Variance" Rule
June 16, 2021 - Bulletin Print Report
E's 2017 tax return reported a loss of $1,419,373. Several months after filing its 2017 return after the close of its 2017 fiscal year on March 31, 2018, E filed an amended...
Defrauded I.R.A. Owner Not "Distributee" Of Unauthorized Withdrawals
June 16, 2021 - Volume 15 Issue 114 Print Report
During 2008, Petitioner, (P), was an employee of the U.S. Air Force, and MS, his wife, was an employee of BT. P and MS permanently separated in January 2009 and were...
Inherited 401(k) Account Is Not Part Of Bankruptcy Estate
June 16, 2021 - Bulletin Print Report
Debtors filed a Chapter 7 bankruptcy petition on April 2, 2020. Prior to the filing of the bankruptcy, Decedent died on February 5, 2020. The Decedent owned a 401(k) account wi...
Valuing A "Survival Claim Action" For Estate Tax Purposes
June 16, 2021 - Bulletin Print Report
Decedent, a New Jersey resident, died testate on March 4, 2014 from a natural gas explosion which occurred when a utility company struck a gas line while performing underground...
MIC Announces Final Step Of Its "Strategic Alternative Process"
June 15, 2021 - Bulletin Print Report
More quickly than we thought possible, Macquarie Infrastructure Corporation, ("MIC"), has announced the culmination of its "strategic alternative process" b...
Organic Mattresses Are Not "Medicines" Exempt From Sales Tax
June 15, 2021 - Bulletin Print Report
Starting in 2008, APP sold "all-organic" mattresses at retail in California. APP purchased the mattresses from a supplier,("S"),in Illinois for...
Accelerated Issuance Of Contingent Stock
June 15, 2021 - Volume 15 Issue 113 Print Report
Pursuant to a plan of reorganization, all of the stock of Y was acquired by X solely in exchange for voting stock of X. The plan included an agreement that the shareh...
I.R.S. Rules Favorably On A Retention Of Formation Shares
June 15, 2021 - Bulletin Print Report
The Internal Revenue Servicewill issue favorable rulings regarding the application of Sec. 355(a)(1)(D)(ii), relating to the retention by D (in a transaction intended to...
Equipment Not "Used Directly" In Manufacturing
June 15, 2021 - Bulletin Print Report
APP is a manufacturer of drywall finishing products. APP purchases an item designated as a "roll lifter." The roll lifter is designed to pick up rolls of raw material...
Start-Up Expenses Are Not "Ordinary"
June 14, 2021 - Bulletin Print Report
A is an inventor and registered patent attorney. He practices law through his firm, APPA, an 'S' corporation of which he is the sole member and owner. In 2005, he devel...
Sec. 481(a) Adjustment Included In Adjusted Taxable Income
June 14, 2021 - Bulletin Print Report
TPAtimely filed a Form 3115 to change its method of accounting for depreciation with respect to certain property beginning with the taxable year beginning January 1, 2020...
XERS's Acquisition Of SBBP Will Feature The Use Of "CVRs"
June 14, 2021 - Bulletin Print Report
Xeris Pharmaceuticals, Inc., ("XERS") and StrongbridgeBiopharmaplc, ("SBBP"), an Irish public limited company, announced that they have entered...
Pre-Sale Distribution Not A Constructive Dividend To Buyer
June 14, 2021 - Volume 15 Issue 112 Print Report
P and S were U.S. corporations filing consolidated federal incometax returns. All of the outstanding stock of S was held by P. In 1971, S and T, an unrelated U....
Recovery Of Capital Treatment For Lawsuit Settlement Proceeds Denied
June 11, 2021 - Bulletin Print Report
In March 2010, P's former spouse filed for divorce. As part of the divorce proceedings, P and her divorce attorney participated in mediation. In May 2012, P's divorce a...
Advertising Services Not Subject To Sales Tax
June 11, 2021 - Bulletin Print Report
Petitioner provides marketing and customer relationship consulting services exclusively to businesses in the automotive industry, primarily car dealerships. Petitioner uses its...
Student Not "Established" In A Trade Or Business
June 11, 2021 - Volume 15 Issue 111 Print Report
Petitioner, (P), graduated from Cornell University (CU) in May 1981 with a Bachelors degree in operations research. Following graduation, P was employed by Xerox Corp...
Oregon's Method Of Taxing Part-Year Residents Upheld
June 11, 2021 - Bulletin Print Report
Before 2016, Plaintiffs, ("Ps") resided out of state and had "no personal or financial connection to Oregon." On January 3, 2016--still residing outside of...
Social Security Benefits Are U.S. Source Income
June 10, 2021 - Bulletin Print Report
The question is whether the I.R.S. correctly computed the allowable foreign tax credit, ("FTC"), for 2014. During 2014, H received wages of $74,680 for services perfo...
Southwest Airlines Did Not Operate Enough "Departing Flights"
June 10, 2021 - Bulletin Print Report
In May 2011, SW completed an acquisition of AT. Despite the merger, the two airlines continued to file separate air carrier reports with the Department of Revenue, ("DOR&q...
Landlord Entitled To Sales Tax Credit
June 10, 2021 - Bulletin Print Report
Petitioner, ("P"), is a commercial real estate company that acquires and manages commercial properties throughout New York City. P purchases electricity and electric...
Unaccrued Contract Rights Are Property
June 10, 2021 - Volume 15 Issue 110 Print Report
RL was a closely-held corporation engaged in the mortgage banking and themortgage servicing business. RL serviced mortgages as agent for insurance companies and...
Seattle's "Amazon" Tax Found To Be Constitutional
June 9, 2021 - Bulletin Print Report
The City, on July 6, 2020, passed Ordinance No. 126108 imposing a payroll expense tax, ("PET"), on certain entities engaged in business in the City of Seattle. Ordina...
Aggregate Gross Receipts
June 9, 2021 - Volume 15 Issue 109 Print Report
In 1970, P, a domestic manufacturing corporation, formed S, a wholly-owned domestic corporation, with a capital contribution of $10,000x. P and S filed their tax returns on a c...
Rights To Tax Refund Not Exempt From Bankruptcy Estate
June 9, 2021 - Bulletin Print Report
The Debtors in this Chapter 7 bankruptcy case are husband and wife. The Debtors each claimed as exempt 100 percent of their interests in tax refunds. The Trustee objected to th...
CPA's FBAR Violations Were Found To Be Willful
June 9, 2021 - Bulletin Print Report
After graduating from the University of Miami (Fla.), K worked for an accounting firm for two years and then began his own accounting practice. During the course of his career,...
QTS's Acquisition Will Be Structured As A "Forward Cash Merger"
June 8, 2021 - Bulletin Print Report
QTS Realty Trust, ("QTS"), and Blackstone, ("BX"), announced that they have entered into a definitive agreement "under which Blackstone Infrastructure...
Adjustment To Gross Income Was A Partnership Item Of FPAA Recipient
June 8, 2021 - Bulletin Print Report
Respondent issued a notice of final partnership administrative adjustment, ("FPAA"), for the 2011 taxable year of ES NPA. The FPAA increased ES NPA's ordinary inc...
Discharge Of "Purchase Money Debt" Does Not Invoke Sec. 108(a)
June 8, 2021 - Volume 15 Issue 108 Print Report
The taxpayer is a general partnership whose sole asset is an office building, which was purchased for "$x" under a contract providing for the payment of monthly insta...
"Unprotected Conduct" Subjects Foreign Corporation To N.J. Taxation
June 8, 2021 - Bulletin Print Report
Plaintiff, ("P"), is a wholesale produce distributor which purchases and sells fresh fruits and vegetables. P purchases and distributes produce to supermarkets, groce...
MIC's Tax Vision On The Brink Of Realization
June 7, 2021 - Bulletin Print Report
In February, we wrote about Macquarie Infrastructure Corporation, ("MIC"), and its ambitious plan to divest itself of its Atlantic Aviation, ("AA"), busines...
Seat Of Management Determines "Commercial Domicile"
June 7, 2021 - Bulletin Print Report
APP is a limited liability company, ("LLC"), that was organized in Arizona on January 7, 2016. APP's articles of organization list only two members, JR and DG, bo...
Exploring The Tax Consequences Of PSTH's Proposed Transaction
June 7, 2021 - Bulletin Print Report
Pershing Square Tontine Holdings, Ltd., ("PSTH"), a special purpose acquisition company, ("SPAC"), has announced a proposed transactionthe likes of wh...
Termination Payments Not Self-Employment Income
June 7, 2021 - Volume 15 Issue 107 Print Report
M began working as an exclusive insurance agent, on an independent contractor basis, for State Farm, (SF), in 1949. On March 1, 1977, M and SF entered into the fourth of a succ...
Receipt Of Boot Does Not Warrant Loss Deduction
June 4, 2021 - Volume 15 Issue 106 Print Report
Petitioner, (P), is a New York corporation. W is a Delaware corporation with an authorized capital stock of 1,000 shares. Between September 27, 1933 and November 27, 1934, P ac...
Intent To Defraud Is A Necessary Element Of Embezzlement
June 4, 2021 - Bulletin Print Report
P and ER co-founded WW, an 'S' corporation. During 2016, P was the sole shareholder of WW. On July 18, 2018, P filed a civil suit against ER. P alleged that ER had misa...
MoneyGram Does Not Receive "Deposits"
June 4, 2021 - Bulletin Print Report
MoneyGram International, Inc., ("M"), offers various money transfer services to individuals and financial institutions. It contends that two of its services make it a...
Tax Imposed On Short-Term Occupancy Was Valid
June 4, 2021 - Bulletin Print Report
The Hs own homes within Fairfax County, ("FC"). Prior to March 20, 2018, the Hs used various online marketplace platforms to rent out their individual homes for short...
Qualified Temporary Investment Income
June 3, 2021 - Volume 15 Issue 105 Print Report
TP is a REIT. TP is the managing general partner of LP and owns approximately "a%" of the outstanding common units of LP. In Month 1, TP raised capital through a publ...
"Dual" Resident Entitled To Tax Credit
June 3, 2021 - Bulletin Print Report
Taxpayer, ("TP"), filed a Virginia resident income tax return for the 2019 taxable year, claiming a credit for income tax paid to Maryland. The Department denied the...
Vessel Manager Liable For Use Tax
June 3, 2021 - Bulletin Print Report
The Use Tax Act imposes a tax on the use, storage, or consumption of tangible personal property in this State. The Use Tax Act defines "use" as "the exercise of...
Access Is Not "Possession Or Control"
June 3, 2021 - Bulletin Print Report
G owns and operates health clubs in Texas that sell memberships subject to a Membership Agreement. G purchased items for its health clubs on which it paid sales and use tax. Th...
NOLs From "Closed" Years Could Not Be Adjusted
June 2, 2021 - Bulletin Print Report
R is in the business of aircraft leasing. R leases aircraft to its affiliate. On its tax year 2012 CBT return, it reported the total net operating loss, ("NOL"), carr...
The American Jobs Plan Would Dismantle The TCJA
June 2, 2021 - Bulletin Print Report
In addition to the "American Families Plan," primarily dealing with the taxation of individuals and families, President Biden is proposing the "American Jobs Pla...
"Place Of Celebration" Rule Determines Surviving Spouse
June 2, 2021 - Bulletin Print Report
S and H were married in New York City in 1955 and subsequently had two children together. In 1965, they entered into a separation agreement. From that point on, S and H never r...
Merger Between Date of Death and Alternate Valuation Date
June 2, 2021 - Volume 15 Issue 104 Print Report
At the time of his death on August 13, 1967, the decedent owned 41,738 shares of C. On January 11, 1968, C was merged with and into Gulf & Western, (GW). As a result of the...
Overpayment Interest On A Late-Filed Return
June 1, 2021 - Bulletin Print Report
Sec. 6611(a) of the Code provides that interest shall be allowed and paid upon any overpayment in respect of any internal revenue tax. Sec. 6611(b) provides that interest start...
Drop-Shipper Denied "COGS" Offset To Gross Receipts
June 1, 2021 - Bulletin Print Report
During 2017, P bought and sold items online, using a "drop-shipping" model in which he would purchase an item from a third party, such as Home Depot or through eBay.c...
The American Families Plan Would Increase Tax On "Capital Income"
June 1, 2021 - Bulletin Print Report
President Biden's budget proposal contains tax provisions that would implement his vision of a "fairer" tax code; one in which "high income" taxpayers w...
"Defective" 'B' Reorganization Is A Qualified Stock Purchase
June 1, 2021 - Volume 15 Issue 103 Print Report
ACQ is the common parent of an affiliated group that files a consolidated income tax return (the ACQ Group). ACQ does not directly own a controlling interest in ACQ Sub, but AC...
Accounting For "Guaranteed Excess Yield" On Participations
May 28, 2021 - Volume 15 Issue 102 Print Report
The taxpayer is a domestic building and loan association. The taxpayer sells participation interests in loans. The average contract rate of interest on the loans was lower than...
Refund Claims Not Timely Filed
May 28, 2021 - Bulletin Print Report
Plaintiff, ("P"), filed an Oregon corporation excise tax return on December4, 2015, for the tax year ending February 28, 2015. P filed an amended federal return...
SPAC To Serve As The Acquired Corporation In Cross-Border Deal
May 28, 2021 - Bulletin Print Report
In all of the SPAC deals we have encountered, the SPAC serves as the "issuing" corporation in the transaction. The SPAC issues its stock (and any other merger conside...
Cleveland Can Tax A Non-Resident's Option Exercise Income
May 28, 2021 - Bulletin Print Report
In 2007, while W was working in Cleveland, Ohio, Sherwin-Williams, ("SW"), granted her options to purchase 2,715 shares of SW common stock. W retired and moved to Flo...
"Interest" Paid On Dividend Arrearages Not Deductible
May 27, 2021 - Volume 15 Issue 101 Print Report
A corporation has outstanding seven percent cumulative preferred stock. The preferred stock certificates contain the following provisions: (1) The holders of preferre...
Laboratory Instrument Not Exempt From Sales Tax
May 27, 2021 - Bulletin Print Report
Taxpayer is an accredited hospital operating in Florida. Taxpayer is renting the "System" from "Lessor," and Lessor is charging the Taxpayer Florida Sales T...
Hertz's Reorganization Plan Has Something For Everyone
May 27, 2021 - Bulletin Print Report
The Hertz Corporation will soon emerge from bankruptcy, seemingly healthier than it ever was. In fact, the spirited bidding for Hertz not only will permit its numerouscre...
Waiver Of Carryback Period Applies To "SLLs" (Not Composed Of "PLLs")
May 27, 2021 - Bulletin Print Report
TP is the parent of an affiliated group that files a consolidated federal income tax return. In each ofYear 3 and Year 4, TP incurred consolidated net operating losses, (...
No Redemption Or "Other Corporate Contraction" Found
May 26, 2021 - Volume 15 Issue 100 Print Report
C is the common parent of an affiliated group that files a consolidated federal income tax return. C owns all of the stock of H. T was the common parent of an affilia...
Merger "Direction" Matters
May 26, 2021 - Bulletin Print Report
On May 21, 2021, Canadian National Railway, ("CN"), and Kansas City Southern, ("KCS"), announced that they have entered into a definitive merger agreement....
Grant Of Voting Rights To Preferred Holders Facilitates Reorganization
May 26, 2021 - Bulletin Print Report
Cabot Oil & Gas Corporation, ("COG"), and Cimarex Energy Company, ("XOC"), announced that they have entered into a definitive agreement whereby the comp...
Retirement Plan Contributions Exempted From "Disposable Income"
May 26, 2021 - Bulletin Print Report
P is 36 years of age. Her annual income is above the median family income in South Carolina for her household size. P makes monthly contributions to her retirement plan of $471...
The Willens Deal Survey May 2021
May 25, 2021 - The Deal Survey: May 2021 Print Report
Welcome to our summary of deals for May 2021. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database.
The Broad Sweep Of A Sec. 302(c)(2)(A) "Interest" In the Corporation
May 25, 2021 - Volume 15 Issue 99 Print Report
Stock in Corporation (C) was held by family members A, B, C1, and D and by Trusts 1-9 established by the family. As a result of a dispute between A, B, C1, and D and...
Software Vendors Have Access To The Tax Abatement Process
May 25, 2021 - Bulletin Print Report
Between 2009 and 2012, H purchased or licensed software from the "vendors." H installed the software on its servers in the Commonwealth (i.e., Massachusetts); and the...
Taxpayer Cannot Litigate Existence Or Extent Of Withholding Obligations
May 25, 2021 - Bulletin Print Report
In July 2014, the Gs and N entered a Contract for Deed, ("Contract"), for the sale of residential property in Arizona, ("Property"). The Gs agreed to pay $1...
Value Not Synonymous With Consideration
May 25, 2021 - Bulletin Print Report
In 2015, APP sold to P a hotel and conference center, ("HB"), for the purchase price of $125,000,000. The HB was comprised of real property, tangible personal propert...
T/DISCA--"Delayed RMT" Will Not Be Necessary
May 24, 2021 - Bulletin Print Report
The Agreement and Plan of Merger, (the "Agreement"), dated May 17, 2021, regarding the Reverse Morris Trust transaction to be undertaken by T and DISCA, reiterates, i...
Cycle-boats Are Not "Commercial Vessels"
May 24, 2021 - Bulletin Print Report
Petitioner provides "cycle-boat" sightseeing tours. Passengers may purchase individual tickets or book the entire boat for a group tour. Petitioner provides the drive...
Sec. 338(h)(10) Election Triggers Mandatory New York 'S' Election
May 24, 2021 - Bulletin Print Report
On July 21, 2012, FI acquired the stock of LI and BI from petitioners, ("Ps"), for cash and shares of FI, (the "sale"). LPI was an 'S' corporation....
Exempt Assets Count In Insolvency Computation
May 24, 2021 - Volume 15 Issue 98 Print Report
On October 9, 1984, the taxpayers purchased their residence for $130x. On October 7, 1987, the mortgagee foreclosed on the residence. At the time of the foreclosure,...
Social Security Recipient Found To Have "Excess APTC"
May 21, 2021 - Bulletin Print Report
Before 2017, H had a pending claim for Social Security benefits under the SSDI program for a disability from several years before. At or about the beginning of 2017, H enrolled...
Receipts From Sale Of "Scrip" Subject To Sales Tax
May 21, 2021 - Bulletin Print Report
Petitioner serves as the managing member of The Executive Club, LLC, which operates an adult entertainment establishment, (the "club"), in Manhattan. After guests pai...
Business Purpose Not A Factor Under Sec. 302(b)(1)
May 21, 2021 - Volume 15 Issue 97 Print Report
CMI was organized on February 20, 1976. Upon incorporation, DZ was the sole ownerof all ofthe stock. On September 8, 1978, DZ transferred 1/3 of the stock...
Tax Refunds Owned As "TBE"
May 21, 2021 - Bulletin Print Report
On March 26, 2019, the Debtor, ("D"), filed this case under Chapter 7 of the Bankruptcy Code. After the filing, D and his spouse, G, filed their 2018 and 2019 federal...
PFGC And CORE Will Engage In A "Reorganization"
May 20, 2021 - Bulletin Print Report
Performance Food Group Co., ("PFGC"), and Core-Mark Holding Co., Inc., ("CORE"), announced that they have entered into a definitive agreement pursuant to wh...
Additional Thoughts Regarding T's Historic "RMT" Transaction
May 20, 2021 - Bulletin Print Report
Apparently, certain analysts were disappointed to learn that AT&T, Inc., ("T"), is divesting its WarnerMedia business through the means of a Reverse Morris...
Theft By False Pretenses
May 20, 2021 - Volume 15 Issue 96 Print Report
A and B, while shareholders of U and V, entered into an agreement and plan of reorganization with W, a publicly traded corporation whose stock was listed on the Ameri...
Express Scripts Is A Service Provider
May 20, 2021 - Bulletin Print Report
Many health insurers provide health insurance and medical benefits programs to their members or employees, a standard part of which is a prescription drug or pharmacy benefit....
Gain From Grant Of Easement Determined
May 19, 2021 - Volume 15 Issue 95 Print Report
The taxpayer purchased a 60-acre farm in 1928 for $60,000. In 1964, an electric power company purchased an easement along the southern boundary of the farm for the construction...
Taxpayer Acted With "Reckless Disregard" Of A Known Or Obvious Risk
May 19, 2021 - Bulletin Print Report
R has been a naturalized citizen of the United States since 1982. In 1998, R opened his first foreign bank account, ("UBS account"). R chose to have a numbered, rathe...
IHSS Payments Constitute "Earned Income"
May 19, 2021 - Bulletin Print Report
APPs filed a joint federal income tax return for 2018. On that return, APPs reported wages of $6,308; adjusted gross income of $6,308; zero taxable income; zero tax liability;...
Is Mayo Clinic An "Educational Organization?"
May 19, 2021 - Bulletin Print Report
Mayo Clinic, ("M"), oversees healthcare system subsidiaries and operates the Mayo College. M is a tax-exempt organization under Sec. 501(c)(3) of the Code. The I.R.S....
Suit To Enjoin Reporting Requirements Not Barred By The "AIA"
May 18, 2021 - Bulletin Print Report
The Anti-Injunction Act, (the "Act"), provides: "No suit for the purpose of restraining the assessment or collection of any tax shall be maintained in any court...
Newspaper Cannot Deduct Cost Of a Subscriber List
May 18, 2021 - Volume 15 Issue 94 Print Report
X corporation, ("X"), is the publisher of a local newspaper. On January 1, 1971, X entered into a contract with Y corporation, ("Y"), also a publisher, for...
Reliance On Attorney Insufficient To Show Reasonable Cause
May 18, 2021 - Bulletin Print Report
Failure to file an estate tax return or pay estate tax by the relevant deadlines results in the imposition of penalties. For both late filing and late payment, penalties are ca...
How Are Digital Assets Accounted For?
May 17, 2021 - Bulletin Print Report
Although the Financial Accounting Standards Board, ("FASB"),has not yet opined on the proper accounting for digital (or "crypto") assets, we do have s...
Land Used By Utilities Authority Subject To Tax
May 17, 2021 - Bulletin Print Report
Plaintiff, ("P"), is the owner of various parcels in the defendant municipalities. P made a claim for a tax exemption. P's exemption application was denied. In 19...
Taxpayer Was A "Manufacturer" For "BPOL" Tax Purposes
May 17, 2021 - Bulletin Print Report
The Taxpayer, ("TP"), operates a plant in the City that produces fertilizer additives that are sold to fertilizer companies to be incorporated into fertilizer. Raw ma...
T And DISCA To Embark On A Massive "RMT" Transaction
May 17, 2021 - Bulletin Print Report
AT&T, Inc., ("T"), and Discovery, Inc., ("DISCA"), announced a definitive agreement "to combine WarnerMedia's entertainment, sports, and news a...
New York Gross Receipts
May 17, 2021 - Volume 15 Issue 93 Print Report
A Corporation (A), a Delaware corporation, owns and operates a social networking website. A also provides online advertising services to advertisers. A maintains sale...
Investment Club Earnings Not Subject To "SE" Tax
May 14, 2021 - Volume 15 Issue 92 Print Report
A partnership is engaged solely in the operation of a group investment program involving insured bank savings certificates. Individuals participating in the arrangeme...
No "COGS" Deduction In The Absence Of Gross Receipts
May 14, 2021 - Bulletin Print Report
During tax years 2008 and 2009, B paid approximately $180 million to acquire hundreds of thousands ofacres of minerals and lease interests in West Virginia, Pennsylvania,...
Signed And Completed "RAR" Constitutes An "Initial Determination"
May 14, 2021 - Bulletin Print Report
On November 28, 2011, an I.R.S. examining agent, ("EA"), sent petitioners a revenue agent's report, ("RAR"), attached to a Letter 4121 regarding petitio...
"Formal Declarations" Not Sufficient To Establish New Domicile
May 14, 2021 - Bulletin Print Report
Petitioners, ("Ps"), filed Form IT-203 for 2013. The form reflects that Ps moved out of New York State on June 11, 2013. Ps filed Form IT-203 for 2014. Ps' Florid...
ADS Announces A "Leveraged" Spin-Off
May 13, 2021 - Bulletin Print Report
Alliance Data Systems Corporation, ("ADS"), announced its intention to spin-off its LoyaltyOne segment, comprising its Canadian AIR MILEsReward Program and its...
Damages For Lost Rental Income
May 13, 2021 - Volume 15 Issue 91 Print Report
During a taxable year, the taxpayer, a land holding company whose income is primarily derived from the business of renting its land,granted a pipeline right-of-...
Excess Social Security Benefits Includible In Gross Income
May 13, 2021 - Bulletin Print Report
For a number of years before 2016, Petitioner, ("P"), was eligible for, and in fact received, Social Security disability benefits. Her eligibility ended sometime in 2...
Regulatory Measures Attract Less Scrutiny Under The Commerce Clause
May 13, 2021 - Bulletin Print Report
G is a North Carolina-based corporation engaged in the business of selling tobacco products and related items. The products are delivered to G's Florida customers by common...
What If Sycamore Acquired Victoria's Secret?
May 12, 2021 - Bulletin Print Report
The beleaguered L Brands, Inc., ("LB"), announced that its Board of Directors has unanimously approved a plan to separate the company into two independent public comp...
Child Tax Credit Not "A Public Assistance Benefit"
May 12, 2021 - Volume 15 Issue 90 Print Report
Debtor, (D),filed a petition for relief under Chapter 13 of the bankruptcy code. On her Schedule C, D claimed exempt, as a "public assistance benefit,"...
Sellers Of Stock Were California Residents
May 12, 2021 - Bulletin Print Report
APPs were residents of Californiathrough 2007. APPs owned all of the shares of J. On February 25, 2008, APPsdrove to Henderson, Nevada and stayed for three days. AP...
Lessee-User Tax Not Properly Assessed
May 12, 2021 - Bulletin Print Report
The center is owned by the foundation and is used as a fitness center. The foundation hired the management company to manage the operations of the fitness center. The Managemen...
Merger Consideration Measured By Foregone Dividends
May 11, 2021 - Bulletin Print Report
Bonanza Creek Energy, Inc., ("BCEI"), and Extraction Oil & Gas, Inc., ("XOG"), announced that they have entered into a definitive agreement to combine i...
"COBE" Applies to 'B' Reorganizations
May 11, 2021 - Volume 15 Issue 89 Print Report
T Corporation, (T) sold all of its assets for cash to Z Corporation, (Z). T and Z were unrelated. The sale was made "as part of a plan" in connection with&n...
Determining The "Source" Of An IRA Contribution
May 11, 2021 - Bulletin Print Report
TPs are residents of State-1. In 2016, TPsearned W-2 wages. All of the wages were earned in Utah. TPs filed a Utah tax return as non-residents, reporting this income. Als...
Comptroller's Selection Of Apportionment Method Upheld
May 11, 2021 - Bulletin Print Report
The Partners are headquartered in Massachusetts. Each of the Partners is a corporation. Each of the Partners is a limited or general partner in T, a limited partnership. T'...
City Of Hampton's BPOL Tax On Internet Access Is Grandfathered
May 10, 2021 - Bulletin Print Report
The court must determine whether the gross receipts that Cellco, ("C"), earns through providing "internet access services" can be included in the "BPOL...
Dividend Income Is Subject To Tax Under Sec. 1411
May 10, 2021 - Bulletin Print Report
TP is a shareholder in a C corporation. It was determined that the corporation paid TP'spaid TP's personal expenses from corporate accounts, and the payments were...
Reducing Redemption Indebtedness
May 10, 2021 - Volume 15 Issue 88 Print Report
Y, a newly formed corporation, purchased all of the stock of X from A for cash and debt, including a subordinated debenture. Shortly after the acquisition of X stock,...
Shipping And Delivery Charges Subject To Sales Tax
May 7, 2021 - Bulletin Print Report
Petitioner sells and distributes terrazzo flooring supplies and natural stone countertop materials to customers in New York State. It is undisputed that these flooring supplies...
Remote Work Deemed Performed At Principal Place Of Business
May 7, 2021 - Bulletin Print Report
On March 22, 2020, Ohio's State Director of Health issued an Order directing that "all individuals currently living within the State of Ohio...stay at their home or at...
Bid-In Price Did Not Represent Fair Market Value
May 7, 2021 - Volume 15 Issue 87 Print Report
Petitioners owned real property in Austin, Texas (the "DCP"). The DCPwas not used in any trade or business of petitioner. The mortgage on the DCP, whi...
Sales Of Hydrogen Fuel Not Subject To Sales Tax
May 7, 2021 - Bulletin Print Report
Petitioner intends to establish a "hydrogen distribution network" using high-pressure hydrogen supply and charging stations in New York State to supply vehicles power...
Does ODP's Spin-Off Portend Or Deter Its Acquisition?
May 6, 2021 - Bulletin Print Report
The ODP Corporation, ("ODP"), announced that its Board of Directors has approved a plan "to pursue a separation of the Company into two independent, publicly tra...
Investment Club Not Engaged In A Trade Or Business
May 6, 2021 - Volume 15 Issue 86 Print Report
An "investment club," a partnership for Federal income tax purposes, was formed by a group of 20 individuals solely for the purpose of investing in securities. The me...
Deferred Compensation Not New York Source Income
May 6, 2021 - Bulletin Print Report
Petitioner, ("P"), retired in 2014 and became a resident of California on March 31, 2014. Prior to his retirement, P was a resident of New York State. P was employed...
A Shooting Range Falls Under The "Amusement" Category
May 6, 2021 - Bulletin Print Report
S operates an indoor shooting range in Phoenix, Arizonaunder the name "Shooter's World." The transaction privilege tax is an excise tax on the privilege or...
Unclaimed Deposits Constitute Income To Bank
May 5, 2021 - Volume 15 Issue 85 Print Report
The taxpayer, a national bank, acquired various assets and assumed certain liabilities of a liquidated national bank (the predecessor bank). Among such liabilities were certain...
Foreign Corporation's Capital Gain Subject To NYC "GCT"
May 5, 2021 - Bulletin Print Report
Petitioner, ("P"), is owned by two limited partnerships, OLP and QOLP, (the "POEs"). The POEs' investment strategy is to buy equity interests in alterna...
"Unitary" NOL Not Eligible For Carryover
May 5, 2021 - Bulletin Print Report
Maine applies the "unitary business/formula apportionment approach" to identify the portion of income that is fairly taxable by Maine. If a group of corporations meet...
Investors Denied Theft Loss Deduction
May 4, 2021 - Bulletin Print Report
Petitioners, ("Ps"), filed Schedules C for wife's realty business and husband's consulting business, ("H"). H entered into a stock purchase agreemen...
Payments To Settle Civil Antitrust Lawsuit Are Deductible
May 4, 2021 - Volume 15 Issue 84 Print Report
T is a railroad that transports coal throughout various central and southern states. In 1973, Competitor ("C") was formed to develop, build, and operate the pipeline....
MDP Unveils A "Morris Trust" Transaction
May 4, 2021 - Bulletin Print Report
Meredith Corporation, ("MDP"), is engaged in the active conduct of two separate and distinct trades or businesses:a "Local Media" business and a "...
District Court Does Not Have Jurisdiction Over Overpayment Interest Claim
May 4, 2021 - Bulletin Print Report
The Ps are victims of Bernie Madoff'sPonzi scheme and "paid millions of dollars in taxes on income that they later learned was fictitious." The Ps filed mul...
Legal Expenses In Defending Infringement Claims Ruled Deductible
May 3, 2021 - Bulletin Print Report
Mylan, Inc., ("M"), is a manufacturer of brand name and generic pharmaceutical drugs. It incurred significant legal expenses in preparing "notice letters" a...
Realty Income Corporation Will Acquire VEREIT, Inc.
May 3, 2021 - Bulletin Print Report
Realty Income Corporation, ("R"), and VEREIT, Inc. (V), each a real estate investment trust, ("REIT"), announced that the two companies have entered into a...
When Is A Dividend "Distributed?"
May 3, 2021 - Volume 15 Issue 83 Print Report
T is a REIT. T has outstanding one class of stock which is traded on a national stock exchange. T owns "x%" of the stock of A. T acquired the stock in Month 1 as rent...
Storage Tanks Exempted From Personal Property Tax
April 30, 2021 - Bulletin Print Report
AG manufactures power drive gear systems. The manufacturing process requires AG to use special furnaces. The parties do not dispute that the furnaces constitute "machinery...
New Jersey's "AMA" Is Preempted By P.L. 86-272
April 30, 2021 - Bulletin Print Report
S, located in California, is a canner of tomato products. The taxpayer employs a representative in New Jersey. S did not maintain an inventory of products in N.J. The Director...
I.R.S. Explains How to Correct a Pension Reporting Error
April 30, 2021 - Volume 15 Issue 82 Print Report
A taxpayer, TP, commenced pension benefits on August 31, 2002. TP is entitled to a monthly amount payable for his life. If TP's spouse, B, survives after his deat...
Attorney's Fees Were Miscellaneous Itemized Deductions
April 30, 2021 - Bulletin Print Report
Petitioners timely filed a joint income tax return for 2016 reporting wages of $53,875 and a $14,000 loss on Schedule E, Supplemental Income and Loss. Petiti...
Royalty Income Exclusion Again Found To Be Unavailable
April 29, 2021 - Bulletin Print Report
On P's amended form CT-3A for 2009, P subtracted $273,090,225 on line 15. Of the total amount, $259,649,019 represents royalty payments received by P pursuant to license ag...
Calculating A QSF's Modified Gross Income
April 29, 2021 - Volume 15 Issue 81 Print Report
In Year 1, the S.E.C. filed a civil action against Entities and certain individual defendants alleging violation of federal securities laws. The court granted the S.E...
Will FSM's Acquisition Of Roxgold Be A Reorganization?
April 29, 2021 - Bulletin Print Report
Fortuna Silver Mines, Inc., ("FSM"), and Roxgold, Inc., ("R"), each a Canadian corporation, announced that they have entered into a definitive agreement &qu...
Trucks Not Part Of The Manufacturing Process
April 29, 2021 - Bulletin Print Report
C is a sugar cane milling and manufacturing company. C argued that the trucks and trailers it used to transport cut cane to the sugar mill are "an integral part of the sug...
JCOM Announces A Spin-Off
April 28, 2021 - Bulletin Print Report
J2 Global, Inc., ("JCOM"), "a leading internet information and services company," announced its plan to separate the company into two independent publicly t...
President Biden Releases Certain Details Of His "American Families Plan"
April 28, 2021 - Bulletin Print Report
In advance of tonight's address before a joint session of Congress, President Biden and his staff have published a "fact sheet" that provides certain details of h...
Night Worker Is the "Custodial" Parent
April 28, 2021 - Volume 15 Issue 80 Print Report
Petitioner, (P), timely filed his 2009 and 2010 Idaho income tax returns. Subsequent to P filing his incometax returns, the Tax Commission received a second pai...
Honey Bees Constitute "Livestock"
April 28, 2021 - Bulletin Print Report
The question presented is the following: Are sales of honey bees exempt from the sales and use tax as "livestock" under South Carolina Code Section 12-36-2120(4)? The...
Who Owns Residential And Commercial Waste?
April 27, 2021 - Bulletin Print Report
The use-tax assessments at issue relate to N's purchases of (1) a 2015 P truck, (2) a 2013 P truck, and (3) a 2013 L truck. The L truck is designed to pick up and haul resi...
Owner Of A Foreign Bank Account Has A "Financial Interest" Therein
April 27, 2021 - Bulletin Print Report
Regulations implementing the Bank Secrecy Act require that "each person subject to the jurisdiction of the United States...having a financial interest in...a...financial a...
Characterizing Income From Surrender Of Insurance Contract
April 27, 2021 - Volume 15 Issue 79 Print Report
TP, a corporation headquartered in State A, is a distributor of Product 1 and a producer of Product 2. On Date 1, TP purchased from C1 contracts that provided approxi...
The FTC's Ability To Seek Equitable Monetary Relief Is Circumscribed
April 26, 2021 - Bulletin Print Report
The petitioner, ST, controlled several companies that provided borrowers with short-term "payday" loans. In 2012, the Federal Trade Commission, (the "FTC" o...
11th Circuit Reverses District Court On Tax Refund Issue
April 26, 2021 - Volume 15 Issue 78 Print Report
NB is the parent of a number of subsidiaries, including B. NB filed consolidated income tax returns on behalf of itself and its subsidiaries pursuant to a tax sharing...
Cannabis Business Cannot Enlarge Its "COGS"
April 26, 2021 - Bulletin Print Report
H operates a retail cannabis dispensary. H sold several categories of products, including "buds." H purchased the buds from its patients-growers and did not grow any...
Reasonable Cause For Failure To File Not Shown
April 26, 2021 - Bulletin Print Report
Mr. A operates a construction business as a sole proprietorship. Mrs. A handles the business paperwork. Plaintiffs, ("Ps"), regularly hire subcontractors as needed fo...
The Willens Deal Survey April 2021
April 23, 2021 - The Deal Survey: April 2021 Print Report
Welcome to our summary of deals for April 2021. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database.
MLHR To Annex KNL In A Taxable Transaction
April 23, 2021 - Bulletin Print Report
Herman Miller, Inc., ("MLHR"), and Knoll, Inc., ("KNL"), announced that they have entered into a definitive agreement pursuant to which MLHR will acquire KN...
Partnerships Need Not Reduce Their Depletion Deductions
April 23, 2021 - Bulletin Print Report
TPs are engaged in the business of mining and thus both are subject to the Minnesota occupation tax. See Minn. Stat. section 298.01 subd. 4. The occupation tax, which is impose...
Prepayment Of Mortgage At A Discount
April 23, 2021 - Volume 15 Issue 77 Print Report
In order to reduce the number of its low-interest mortgages, a financial institution offered a 10-percent discount to each individual with an existing low-interest mo...
MIDD Agrees To Acquire WBT
April 23, 2021 - Bulletin Print Report
The Middleby Corporation, ("MIDD"), and Welbilt, Inc., (WBT), announced that they have entered into a definitive agreement "under which MIDDwill acquire WB...
The Limits of Sec. 1033
April 22, 2021 - Volume 15 Issue 76 Print Report
In 1936, petitioner, (W), bought a tract of land in Port Arthur, Texas, on which was situated a building known as the LC. W's basis in the property was $47,015.13...
NASCAR's Broadcast Revenues Allocated To Ohio
April 22, 2021 - Bulletin Print Report
NASCAR Holdings, Inc., ("N"), is headquartered in Daytona Beach, Florida and sanctions races at tracks in more than 30 states, Canada, Mexico, and Europe. During the...
CNI Makes "Blowout" Bid For KCS
April 22, 2021 - Bulletin Print Report
Just a few weeks ago, Canadian Pacific Railway, Ltd., ("CP"), and Kansas City Southern, ("KCS"), entered into a definitive agreement pursuant to which CP wa...
Derivative Commodity Instruments Are Intangible Assets
April 22, 2021 - Bulletin Print Report
P and its subsidiaries "engage in fully integrated petroleum operations, chemicals operations, mining operations, power generation, and energy services." P uses deriv...
Sec. 246(c)(1)A) Applies To RIC-Designated Dividends
April 21, 2021 - Volume 15 Issue 75 Print Report
X qualifies as a regulated investment company (RIC). Y, a domestic corporation that held shares of X stock, received a distribution from X. Y did not meet the holding...
Special Assessment Found To Be Valid
April 21, 2021 - Bulletin Print Report
The City Code authorizes special benefit assessments against any building to which the city of W provides water and sewer service. For warehousing, the charges are calculated b...
DELL's Exchange Offer Not A Taxable Event
April 21, 2021 - Bulletin Print Report
Dell International LLC and EMC Corporation, affiliates of Dell Technologies, Inc., ("DELL"), are offering to exchange outstanding notes for "exchange notes."...
Thoughts On VMW's "Special Cash Dividend"
April 21, 2021 - Bulletin Print Report
An important aspect of the transaction pursuant to which VMW will be separated from DELL via a tax-free spin-off, is that, at closing, "VMW will distribute a 'special...
Qualifying For a New Trade or Business
April 20, 2021 - Volume 15 Issue 74 Print Report
In 1964, ER was qualified as a licensed practical nurse, (LPN), in Minnesota. She has been engaged in the nursing field since 1964....
Shared Responsibility Payment Is Not Entitled To Priority
April 20, 2021 - Bulletin Print Report
On November 15, 2019, J filed for relief under Chapter 13 of the Bankruptcy Code. The United States claims a tax and interest for a total priority claim attributable to the sha...
PepsiCo Shell Subsidiary Properly Included In Unitary Group
April 20, 2021 - Bulletin Print Report
Under Illinois law, business income from a unitary business group which is properly attributable to Illinois is subject to income taxation. Illinois allows...
Sales To A Fraternity Are Subject To Meals And Rooms Tax
April 19, 2021 - Bulletin Print Report
Petitioner, ("P"), provides meals and management services to a fraternity, on the premises of a fraternity house at a public university, through a meals and managemen...
Lavish Spending Prevents Discharge Of Tax Debts
April 19, 2021 - Bulletin Print Report
H appeals the district court's determination that his federal tax debts were not dischargeable in bankruptcy because H had willfully evaded paying them. H has been a self-e...
KIM And WRI Plan A Two-Party Merger
April 19, 2021 - Bulletin Print Report
Kimco Realty Corporation, ("KIM"), and Weingarten Realty Investors, ("WRI"), each a real estate investment trust, ("REIT"), announced that they ha...
Worthless Loan Is a Nonbusiness Bad Debt
April 19, 2021 - Volume 15 Issue 73 Print Report
Petitioner is a software engineer. He developed software and licensed it to NPGS and NPS. During the year in issue, petitioner, age 51, was the C.E.O. and owned 48.3...
Site Fees Subject To Sales Tax
April 16, 2021 - Bulletin Print Report
P owns a special events venue in Suffolk County, New York. It offers facilities for events and celebrations... The venue can be rented to customers with or without catering. Re...
Split-Off Not Recast as a Shareholder-Level Exchange
April 16, 2021 - Volume 15 Issue 72 Print Report
X Corporation, (X), and Y Corporation, (Y), were each engaged in the construction business. Mr. A and Mr. B each owned, for more than five years, 50 percent of the st...
Yogurt Cups Not Subject To Sales Tax
April 16, 2021 - Bulletin Print Report
P is a convenience store chain with numerous locations throughout New York State. These locations have both indoor and outdoor seating for customers. P locates the individual 8...
DELL Announces Eagerly Anticipated Spin-Off Of VMW
April 15, 2021 - Bulletin Print Report
With the five year anniversary of Dell Technologies Inc.'s acquisition of EMC Corporation rapidly approaching, such anniversary beingthe date on or after which a spin...
Maintenance Of Citizenship Does Not Prevent Change Of Domicile
April 15, 2021 - Bulletin Print Report
Taxpayer, ("TP"), filed a Virginia Special Non-Resident Claim for Individual Income Tax Withheld for the 2019 taxable year for taxes withheld on a distribution from a...
Deed In Lieu Of Foreclosure
April 15, 2021 - Volume 15 Issue 71 Print Report
Appellant and her former spouse, JDO, were separated on August 29, 1988, and were subsequentlydivorced on August 22, 1991. &nb...
The I.R.S. Non-Acquiesces To The Schieber Decision
April 15, 2021 - Bulletin Print Report
In Schieber v. Commissioner, T.C. Memo. 2017-32, the issue was whether, and to the extent to which, the taxpayer was "insolvent" for tax purposes....
Lawyer's Fines Not Deductible
April 14, 2021 - Volume 15 Issue 70 Print Report
Petitioner, (P), is a licensed attorney. Amonghis clients is his brother's business. P is a cash basis taxpayer. In...
Inventories Are Valued At "Cost"
April 14, 2021 - Bulletin Print Report
TP has a single trade or business in which it purchases and resells units of tangible personal property ("goods") that constitute merchandise in the hands of TP. TP d...
Federal Incentive Payments Are Not Contributions Or Donations
April 14, 2021 - Bulletin Print Report
TP is a medical services provider. TP operates health clinics and surgery centers. TP received federal incentive payments to upgrade its physical medical records to electronic...
"SPAC" Warrants Invite S.E.C. Scrutiny
April 13, 2021 - Bulletin Print Report
The Acting Chief Accountant of the Division of Corporate Finance of the S.E.C. has disclosed that, in certain circumstances, warrants issued by special purpose acquisition comp...
Reduction of Amount of Nonrecourse Debt
April 13, 2021 - Volume 15 Issue 69 Print Report
In 1988, A borrowed $1 million from C and signed a note payable to C for $1 million that bore interest at a fixed market rate payable annually. A had no personal liab...
Costs Related To Egg Donation And Surrogacy Are Not Deductible
April 13, 2021 - Bulletin Print Report
TPs are a male same sex couple legally married in State. TPs wish to have a child who has as much representative DNA from the couple as possible. TPA will donate sperm and TPB&...
Insurance Agent Engaged In A Qualified Trade Or Business
April 13, 2021 - Bulletin Print Report
P was formed in Year 1. In exchange for stock in P, TP and certain other shareholders contributed cash to P on Date 2. P converted into a limited liability company on Date 3 an...
"Made In America" Tax Plan Seeks To Raise U.S. Corporate Tax Revenue
April 12, 2021 - Bulletin Print Report
Because the foreign source income of a foreign corporation is not subject to United Statestaxation, U.S. corporations have always found it advantageous to conduct their f...
I.R.S. Rules On DD's "Reverse Morris Trust" Transaction
April 12, 2021 - Bulletin Print Report
LTR202114017, January 21, 2021, addresses the "leveraged"Reverse Morris Trust transaction in which DuPont de Nemours, Inc., ("D"), combined its...
Preferred Stock Dividends Not "Extraordinary"
April 12, 2021 - Bulletin Print Report
Taxpayer (whom we are assuming is a domestic corporation)acquired newly issued preferred stock of Corporation, (the "Preferred Stock"). The Preferred Stock is n...
"Open Transaction" Method Rejected
April 12, 2021 - Volume 15 Issue 68 Print Report
Plaintiff, (P), was established in the last will and testament of BP, who died onJanuary 5, 1981. P formerly owned 25 percent of the stock of W and B. In 1990,...
A Trust And Its Creators Are Separate Entities
April 9, 2021 - Bulletin Print Report
D and G owned a Chevrolet titled in their collective names. D and G also serve as grantors, trustees, and beneficiaries for the "D and G Joint Revocable Trust," (the...
"Wrongful Act" Insurance Premiums Are Deductible
April 9, 2021 - Volume 15 Issue 67 Print Report
A corporation engaged in the business of banking purchased two group liability insurance policies. The first policy indemnifies the bank against damages sustained as...
All Employees Contribute To GLG's Receipts
April 9, 2021 - Bulletin Print Report
This petition concerns the proper method for calculating petitioner's receipts for purposes of determining its general corporation tax and tax obligation to the City of New...
Determining The "Character" of "Boot" Gain
April 9, 2021 - Bulletin Print Report
Many reorganizations feature a mix of consideration paid to the target company's shareholders. It is not uncommon, for example, for the merger consideration to consist of e...
Deductions Allowed For "Business Meal Expenses"
April 8, 2021 - Bulletin Print Report
I.R.S. Notice 2001-25, (April 8, 2021), provides guidance regarding one of President Trump's last initiatives, i.e., the institution of a temporary 100-percent deduction fo...
CODI Or Gain?
April 8, 2021 - Volume 15 Issue 66 Print Report
B is a limited partnership. During 1983 and 1984, B acquired a three-acre parcel of land ("property") and constructed a 12-story office building on the prop...
Determining The Classification Of A "Foreign Eligible Entity"
April 8, 2021 - Bulletin Print Report
1. On Date 1, S1 and S2, each a non-resident alien individual, form X, a foreign business entity that is eligible to make a classification election described in Reg. Sec. 301.7...
Fire Detection Systems Are Not Mill Machinery
April 8, 2021 - Bulletin Print Report
Taxpayer, ("TP"), manufactures spun yarns. TP purchases special fire detection and suppression systems, ("Systems"). Systems are designed and used for prote...
Notification Service Is Subject To Sales Tax
April 8, 2021 - Bulletin Print Report
Petitioner sells two automated services related to government requests for proposals, ("RFPs"). The first is its Procurement Service. A governmental customer creates...
Liquidation Disregarded
April 7, 2021 - Volume 15 Issue 65 Print Report
Corporation, ("C"), is a State W professional corporation. C has been an 'S' corporation since 1985. C is authorized to issue 200 shares of common stock of wh...
Marshall Island Shippers To Combine
April 7, 2021 - Bulletin Print Report
International Seaways, Inc., ("I"), and Diamond S Shipping, Inc., ("D"), are each organized under the laws of the Marshall Islands. D and I announced that t...
Purely Public Charity Is Not A "Business"
April 7, 2021 - Bulletin Print Report
GS is a Pennsylvania non-profit corporation with its principal office in the City of Allentown, (the "City").GS is a tax-exempt organization under Sec. 501(c)(3...
No Willful Attempt To Evade Or Defeat Tax
April 7, 2021 - Bulletin Print Report
Plaintiff, ("P"), and her former husband, WH, were 50/50 owners of the Farm and SF. P and WH filed their 2012, 2013, and 2014 tax returns. The amount owed was $81,107...
Hertz's Net Operating Losses
April 6, 2021 - Bulletin Print Report
Hertz Global Holdings, Inc., ("HGH"), announcedlate last week that it has selected "an enhanced proposal" from Centerbridge Partners, Warburg Pincus,...
Goodwill Proceeds Excluded From Sales Factor
April 6, 2021 - Volume 15 Issue 64 Print Report
TP is in the business of developing and selling test, measurement, and monitoring equipment. During its 1999 tax year, TP sold its printer division to another corporation for a...
Repurchase Analogized To An Open Market Repurchase
April 6, 2021 - Bulletin Print Report
D is a State A corporation the stock of which is publicly traded and widely held. On Date 1, D formed C. D contributed assets and liabilities to C representing the operations o...
Clothing Designer Not Entitled To Research Credits
April 6, 2021 - Bulletin Print Report
M was the sole shareholder of LMI, an 'S' corporation. LMI designed, developed, produced, and sold clothing under many different brands or clothing lines. LMI followed...
The "SRP" Is Entitled To Priority Treatment
April 5, 2021 - Bulletin Print Report
In 2018, RS had not obtained health insurance. Consequently, the I.R.S. assessed a shared responsibility payment, ("SRP"), against him. On July 19, 2019, Ds jointly f...
Nurse Denied Education Expense Deduction
April 5, 2021 - Bulletin Print Report
O became licensed as a registered nurse, ("RN"), in 1999. Starting in 2005, O worked as an RN for WVC. In 2016, O's employer encouraged, but did not require, her...
Spouse's Home Ownership Deprives Couple of FTHBC
April 5, 2021 - Volume 15 Issue 63 Print Report
Before both the year in issue and her marriage to MG, MH purchased a home (the SRWDH) and used such home as her principal residence. MG and...
Municipal Corporation May Only Tax Income Earned Therein
April 5, 2021 - Bulletin Print Report
During 2017, APP was a resident of Louisville, Ohio, employed by the United States Postal Service, ("USPS"). APP reported to work at the USPS office located within th...
Update on ICLR/PRAH Deal
April 1, 2021 - Bulletin Print Report
ICLR has entered into a definitive agreement to acquire PRAHin a cash and stock transaction in which the per share merger consideration consists of (i) $80 in cash, and (...
Non-Resident Aliens And Citizens Are Not "In The Same Circumstances"
April 1, 2021 - Bulletin Print Report
Plaintiff, ("P"), and his wife are Canadian citizens who reside in Windsor, Ontario, Canada. They are both non-resident aliens who work in the United States under &qu...
Payments In Settlement Of A Fraud Judgment Are Deductible
April 1, 2021 - Volume 15 Issue 62 Print Report
In 1965, petitioner, (P), and two others formed PAP (the Company). P owed 10 percent of the Company's stock and was its president and general manager.  ...
Charges For Recycling Oily Waste Not Subject To Sales Tax
April 1, 2021 - Bulletin Print Report
Petitioner, ("P"), owns and operates a recycling terminal in New Jersey, where it recycles "oily waste." When P obtains oily waste, it recycles it through a...
News Corporation Secures A "Cost" Basis In HMH Assets
March 31, 2021 - Bulletin Print Report
Houghton Mifflin Harcourt Company, ("HMH"), owns all of the stock of Houghton Mifflin Harcourt Publishing Company, ("PC"). PC has entered into an "Asse...
Transaction Structured To Avoid The Purposes Of Sec. 1031(f)
March 31, 2021 - Volume 15 Issue 61 Print Report
Sec. 1031(f) provides that an exchange will not qualify for nonrecognition treatment when a taxpayer exchange like kind property with a related person, and when either party th...
Form 1099-C Does Not Actually Discharge Debt
March 31, 2021 - Bulletin Print Report
This putative class action stems from a consumer installment loan taken out by G prior to 2012. In early 2012, SB obtained a judgment against G. The judgment was levied against...
Administrative Remedies Must Be Exhausted Before Courts Will Act
March 31, 2021 - Bulletin Print Report
Petitioner owns commercial real estate in Charleston, West Virginia, known as the Charleston Marriott property. On February 21, 2019, petitioner filed a Notice of Intent to Fil...
Computing Entire Net Income
March 30, 2021 - Volume 15 Issue 60 Print Report
Petitioner, (P), timely filed a New York General Business Corporation Franchise Tax Return for the tax year ended December 31, 2007. In com...
Disbursements To Shareholders Found To Be Distributions
March 30, 2021 - Bulletin Print Report
SU is an 'S' corporation. SU owns an apartment building in Manhattan. SM and EM, brother and sister, own 75 percent and 25 percent of the outstanding capital stock of&n...
"Knowledge" Factor Served To Deny "Innocent Spouse" Relief
March 30, 2021 - Bulletin Print Report
When their 2005 joint tax return came due, L and D could not pay the taxes owed. D was forced to set up an installment agreement with the I.R.S. Little changed in 2006. A simil...
Property Tax Exemptions Were "Substantially Similar"
March 30, 2021 - Bulletin Print Report
Petitioner, ("P"), has lived in his LC home since 1990. P's wife owns two rental properties in Utah, but she sold one in 2018. Neither P nor his wife ever resided...
Supreme Court Lays Out The Criteria For "Specific Jurisdiction"
March 29, 2021 - Bulletin Print Report
Ford Motor Company, ("F"), is incorporated in Delaware and headquartered in Michigan. But its business is everywhere. Accidents involving two of F's vehicles are...
Cancellation Of Debt Owed To A Shareholder
March 29, 2021 - Bulletin Print Report
Foreign Parent is a publicly traded Country Y entity that is treated as a corporation for U.S. federal income tax purposes. Foreign Parent is the parent of a worldwide group of...
MSGE To Acquire MSGN
March 29, 2021 - Bulletin Print Report
Madison Square Garden Entertainment Corporation, ("MSGE"), and MSG Networks, Inc., ("MSGN"), announced that they have reached a definitive agreement for MSG...
Isolated Recapitalization Avoids Sec. 305(b)(3)
March 29, 2021 - Volume 15 Issue 59 Print Report
X corporation, (X), has 3,000 shares of voting common stock outstanding. A plan of recapitalization was adopted pursuant to which X agreed to theissuance...
Taxpayer Committed Only One Non-Willful Violation Of Sec. 5314
March 26, 2021 - Bulletin Print Report
B had a financial interest in 14 financial accounts in the U.K. with an aggregate balance in excess of $10,000. B did not disclose the accounts to the I.R.S. The I.R.S. conclud...
No Sec. 847 Deduction On An Amended Return
March 26, 2021 - Volume 15 Issue 58 Print Report
At the heart of this case is Sec. 847, a statute that allows insurance companies to take an optional tax deduction, provided that they also make a corresponding speci...
Deduction Of Interest Proves That The Loan Is A "QEL"
March 26, 2021 - Bulletin Print Report
Between 2000 and 2007, D took on loans (both federal and private) each semester to attend college. After graduating in 2007, D consolidated her various loans into two loans: (1...
COHR Is Terminating Its Merger Agreement With LITE
March 26, 2021 - Bulletin Print Report
One of the more heated takeover battles of the recent past appears to have come to a conclusion. Coherent, Inc., ("COHR"), announced that its board of directors has d...
Refunds Claims Dismissed For Lack Of Jurisdiction
March 25, 2021 - Bulletin Print Report
Plaintiffs, ("Ps"), seek a refund of certain federal income tax paid during tax years 2016 and 2017. Ps retained the services of a tax accounting firm--CC--to prepare...
Foreign Partnership Must File a Sec. 754 Election
March 25, 2021 - Volume 15 Issue 57 Print Report
TP is a North Carolina corporation. On January 1, 1973, TP acquired a 1/3 interest in a German partnership, known as KG. The interest acquired was equivalent to a lim...
Maximum FBAR Penalty Was Warranted
March 25, 2021 - Bulletin Print Report
K is a citizen of the United States.K's parents opened an investment account at UBS and designated K as a joint owner. Following her father's death, K signed vari...
Theft Loss Deduction Denied
March 24, 2021 - Volume 15 Issue 56 Print Report
AAA marketed itself as an investment company. In 1999, V, an individual, decided to invest in two of AAA's programs. On F...
"Temporary Storage Rule" Eliminates Use Tax
March 24, 2021 - Bulletin Print Report
PS is primarily engaged in the business of furnishing and installing custom curtain wall on buildings. PS assembles and glazes the curtain walls at its facility, (the "Fac...
A Rental Or License Is A Retail Sale Of Tangible Personal Property
March 24, 2021 - Bulletin Print Report
Petitioner, ("P"), is a casual dining company with restaurant locations nationwide, including in New York. It has entered into a contract with Company X, ("X&quo...
Canadian Pacific And Kansas City Southern To Join Forces
March 23, 2021 - Bulletin Print Report
Canadian Pacific Railway Ltd., ("CP"), and Kansas City Southern, ("KCS"), announced that they have entered into a merger agreement under which CP has agreed...
Federal Employee Entitled To "Subtraction Modification"
March 23, 2021 - Bulletin Print Report
Petitioner, ("P"), was employed by the Social Security Administration, ("SSA"), and was a member of the Federal Employees' Retirement Service,(&qu...
A Credit Is Not A "Payment"
March 23, 2021 - Volume 15 Issue 55 Print Report
A died in 1982. A's interest in X Corporation, (X), a closely held business, exceeded 35 percent of the adjusted gross estate and A's personal representative...
IBM Is Not Entitled To The "Royalty Income Exclusion"
March 23, 2021 - Bulletin Print Report
International Business Machines Corporation, ("IBM"), owns 100 percent of the stock of WTC. IBM operates in over 170 countries, primarily through locally incorporated...
Excise Tax On Billboard Owners Passes Constitutional Muster
March 22, 2021 - Bulletin Print Report
In June 2013, the Baltimore City Council enacted an ordinance, (the "Ordinance"), that imposed an excise tax "on the privilege of exhibiting outdoor advertising...
Casinos Need Not Treat Business Expenses As Wagering Losses
March 22, 2021 - Bulletin Print Report
Y requested advice on whether the Tax Cuts and Jobs Act, ("TCJA"), amendment to the deduction for wagering losses under Sec. 165(d) of the Code applies only to indivi...
Withholding Tax For CTB's Foreign Shareholders?
March 22, 2021 - Bulletin Print Report
Goodyear Tire & Rubber Co., ("GT"), and Cooper Tire & Rubber Co., ("CTB"), have entered into a definitive merger agreement pursuant to which GT will...
The Willens Deal Survey March 2021
March 22, 2021 - The Deal Survey: March 2021 Print Report
Welcome to our summary of deals for March 2021. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database.
Transfer Of Identical Assets Does Not Result In Diversification
March 22, 2021 - Volume 15 Issue 54 Print Report
A, B, T1, and T2 propose to form a limited partnership, P. A, B, T1, and T2 will each contribute to P shares of X common stock, stock that istraded on the New Y...
Maintenance And Repairs Of Rental Vehicles Not Subject To Sales Tax
March 19, 2021 - Bulletin Print Report
Petitioner is engaged in the business of passenger car rentals. Petitioner states that its fleet of rental cars requires, not surprisingly, "frequent maintenance and occas...
New Jersey Court Endorses The "Per Form" FBAR Penalty Approach
March 19, 2021 - Bulletin Print Report
Regulations require the annual filing of an "FBAR" form for covered individuals who have "a financial interest in a financial account in a foreign country."...
Exempt Organization Acted As A "Co-Vendor" For Sales Tax Purposes
March 19, 2021 - Bulletin Print Report
Petitioner is an exempt organization under Sec. 501(c)(3) of the Internal Revenue Code; and is registered as an exempt organization for New York State Sales Tax purposes. Petit...
Power To Terminate Life Estate Not Property
March 19, 2021 - Volume 15 Issue 53 Print Report
In a prior year, a taxpayer entered into a trust agreement pursuant to which the taxpayer transferred common stock to the trustee. The trust agreement provides that the income...
Why Does New York Like Assigned Long-Term Vehicle Leases?
March 18, 2021 - Bulletin Print Report
In some instances, a New York customer of P who entered into a long-term motor vehicle lease agreement with P seeks to assign that lease to another person. The assignee does no...
LBO Is A QSP
March 18, 2021 - Volume 15 Issue 52 Print Report
H is a State X corporation organized to hold all of the stock of P. H has an authorized capitalization of 10 million shares which are owned as follows: (i) 18.25 percent by cer...
Per Capita Payments To Tribe Members Are Taxable
March 18, 2021 - Bulletin Print Report
The Miccosukee Tribe, (the "Tribe"), is a federally recognized American Indian tribe under the Indian Reorganization Act of 1954. C and O, a married couple with five...
Separation From Service Exception To Sec. 72(t) Not Applicable
March 18, 2021 - Bulletin Print Report
P worked for Home Depot and participated in its section 401(k) plan. In 2014, he retired from Home Depot and transferred his section 401(k) plan account balance to a traditiona...
Late Transfer Not "Incident To The Divorce"
March 17, 2021 - Volume 15 Issue 51 Print Report
TP and Former Spouse (FS) jointly purchased the House, which they used as their marital home during their marriage. TP and FS were divorced pursuant to a Judgment of...
General Electric Company To Propose "Reverse Stock Split"
March 17, 2021 - Bulletin Print Report
General Electric Company, ("GE"), has an inordinately large number of shares outstanding, approximately 8.8 billion at last count. Its board of directors hasexp...
Property Not Used Exclusively For Charitable Purposes
March 17, 2021 - Bulletin Print Report
The subject property, for which a real property tax exemption is sought, is improved with the "DRAC," which contains an indoor swimming facility, locker rooms, storag...
Upkeep Of A Certified Historic Structure Is Permissible
March 17, 2021 - Bulletin Print Report
If a donor of an easement on a building in a registered historic district installs an accessibility ramp in order to comply with the Americans With Disabilities Act, ("ADA...
ESA And ESH Will Go Private
March 16, 2021 - Bulletin Print Report
Extended Stay America, Inc., ("ESA"), and Extended Stay Hospitality, Inc., ("ESH"), have had a unique relationship that will soon be ending. The companies f...
Complete Liquidation Recast To Partial Liquidation
March 16, 2021 - Volume 15 Issue 50 Print Report
X was engaged in the business of land development. X's assets consisted of contract receivables, developed land, and undeveloped land. Y is a wholly owned subsidi...
Contractor Did Not Purchase Installation Contract
March 16, 2021 - Bulletin Print Report
Petitioner, ("P"), performs general contracting and concrete placement work, ("concrete work"), for customers in New York. P purchases concrete from supplie...
Death Of U.S. Transferor Not A Triggering Event
March 16, 2021 - Bulletin Print Report
On Date 1, SH, a U.S. person, transferred stock of a domestic corporation to a foreign corporation, ("TFC"), in exchange solely for "a" shares of TFC, (&quo...
Instructional Classes Are Exempt From Sales Tax
March 16, 2021 - Bulletin Print Report
Applicant is a woman-focused health and fitness club where woman can go to work out for health, cardio, and toning activities. Applicant offers 30 minute group workouts that in...
Converting Recyclable Material Constituted "Manufacturing"
March 15, 2021 - Bulletin Print Report
FPRprovides both employees and management of those employees to businesses in the recycling industry. During the period at issue, FPR contracted with owners of material r...
A State's Audit Was Not An "Alternate Remedy"
March 15, 2021 - Bulletin Print Report
In Illinois, the ROTA imposes a tax on retailers who sell tangible personal property. A retailer remits the retailers' occupation tax to the Department, which the retailer...
AerCap In Line For A Basis Step-Up
March 15, 2021 - Bulletin Print Report
On March 9, 2021, General Electric Company, ("GE"), entered into a transaction agreement with AerCapHoldings, N.V., ("AerCap"), pursuant to which GE w...
Equitable Ownership Lacking
March 15, 2021 - Volume 15 Issue 49 Print Report
Petitioner's brother, BP, purchased a home (San Francisco property) in South San Francisco in 2002. He made a down-payment toward the purchase price and financed...
Guard Services Are Always Subject To Sales Tax
March 12, 2021 - Bulletin Print Report
P was engaged in a project that consisted of the development of a parcel of real estate located in the City of New York, ("Project"). The Project was new construction...
Toll Increase Did Not Violate The Commerce Clause
March 12, 2021 - Bulletin Print Report
Owned by the Indiana Finance Authority, the Indiana Toll Road, (the "Toll Road"), has been operated since 2006 by a lessee, ITR. What ITR can charge depends on state...
Location Of House Determines Residence
March 12, 2021 - Bulletin Print Report
Petitioner, ("P"), and his wife own a property that straddles the Bronx/Yonkers border. P and his wife maintain their residence on the property, which has an address...
Series E Bond Interest Is IRD
March 12, 2021 - Volume 15 Issue 48 Print Report
DA, the mother of petitioner, purchased 49 Series E bonds over the years 1948 and 1953 through 1959 of an aggregate face value of $5,125, at a total cost of $3,843.75...
Composite Tax Return Filing Requirement Is Not Unconstitutional
March 11, 2021 - Bulletin Print Report
BE is a Virginia limited liability company that earned income from its business operations in a facility located in Alabama from 2008 to 2011. Sec. 40-18-24.2(b)(1), ("sec...
Virgin Islands' "Timeshare Tax" Is Constitutional
March 11, 2021 - Bulletin Print Report
At the center of these consolidated appeals is the Virgin Islands' timeshare occupancy tax, (the "Tax"). The Tax levies a $25 flat fee on each timeshare unit with...
LITE And COHR Revise Merger Agreement
March 11, 2021 - Bulletin Print Report
Lumentum Holdings, Inc., ("LITE"), announced an amendment to the previously announced definitive agreement between LITE and Coherent, Inc., ("COHR"). Under...
Contribution of Series E Bonds
March 11, 2021 - Volume 15 Issue 47 Print Report
Y owned certain Series E bonds, in her name alone, which she wished to donate to an organization to which a charitable contribution may be made pursuant to the provis...
MCFE's Special Dividend Unlikely To Qualify As A Partial Liquidation
March 10, 2021 - Bulletin Print Report
McAfee Corporation, ("MCFE"), announced it has entered into a definitive agreement to sell its Enterprise business to a consortium led by Symphony Technology Group, (...
APO And ATH Will Effect A "Double Dummy" Transaction
March 10, 2021 - Bulletin Print Report
Apollo Global Management, Inc., ("APO"), and Athene Holding, Ltd., ("ATH"), have entered into a definitive agreement to "merge" in an all-stock tr...
Series E Bonds Cannot Be Discounted For Built-In Taxes
March 10, 2021 - Volume 15 Issue 46 Print Report
Decedent purchased Series E U.S. savings bonds (Bonds) for a total purchase price of "$b." Interest totaling "$c" accrued on the Bonds to the last date of m...
Intent To Abandon Old Domicile Not Present
March 10, 2021 - Bulletin Print Report
J and M were assessed for a total amount due of $37,934.62. The Commissioner of Ohio, (the "Commissioner"),found that J and M were residents of Ohio for each of...
C.P.A. Avoids Malpractice Liability
March 9, 2021 - Volume 15 Issue 45 Print Report
In 1986, WM, an individual, won $25 million in the Ohio lottery. WM's winnings were spread out over 20 years. At the time WM won the lottery, he bothlived a...
Assumption Reinsurance Transaction Did Not Result In A "BEAT" Amount
March 9, 2021 - Bulletin Print Report
P owns all the stock of TP. TP and CA join in the filing of a consolidated return with P. P, TP, and CA are indirect subsidiaries of FC1. P, TP, CA, and FC1 offer insurance pro...
Residence Of Ordained Minister Is Exempt From Property Tax
March 9, 2021 - Bulletin Print Report
C is an ordained minister who works for petitioner, ("P"), in an administrative capacity in the church hierarchy. C does not serve any specific congregation....
Use Tax Exemption Only Partially Granted
March 9, 2021 - Bulletin Print Report
APLUX LLC, ("A"), is a Missouri limited liability company. Its sole business purpose is to own and lease aircraft. In August 2011, A purchased the "TBM" fro...
Are TYL's Senior Notes Corporate Acquisition Indebtedness?
March 8, 2021 - Bulletin Print Report
Tyler Technologies, Inc. ("TYL") announced its intention to offer...a total of $1.6 billion aggregate principal amount of "convertible senior notes," (the &...
IRA Not Exempt From Garnishment
March 8, 2021 - Bulletin Print Report
C pleaded guilty to health care fraud. The district court ordered him to pay the defrauded insurance companies $514,576.29 under the Mandatory Victim Restitution Act,(MVR...
CVX Will "Roll Up" NBLX
March 8, 2021 - Bulletin Print Report
Chevron Corporation, ("CVX"), and Noble Midstream Partners, L.P., ("NBLX"), announced that they have entered into a definitive agreement for CVX"...
"Incident To The Divorce"
March 8, 2021 - Volume 15 Issue 44 Print Report
Petitioner, (P), was divorced in 1999. P received a check in the amount of $231,499.67 from her ex-husband in 2010, in settlement of their divorce agreement. P was a resident o...
Actual And Honest Objective Of Making A Profit Lacking
March 5, 2021 - Bulletin Print Report
Team roping has become its own event, completely separate from rodeo, and is done all over the world--though it remains most popular in the United States.Muchof the...
Graduated Transfer Tax Rates Not Unconstitutional
March 5, 2021 - Bulletin Print Report
The transfer tax is an excise tax on the privilege of recording a document when ownership of real property is transferred. The transfer tax has five tiered or graduated tax rat...
Sec. 6330 Does Not Create Independent Conditions
March 5, 2021 - Bulletin Print Report
PP was an employee leasing company that provided payroll services to a private security company in 2010 and 2011. PP paid its employees' wages and issued W-2 forms to them...
Whose Purpose Counts For Sec. 265(a)(2) and Sec. 246A?
March 5, 2021 - Volume 15 Issue 43 Print Report
HEI is a Delaware corporation. From October 1, 1987 to March 9, 1994, the common stock was owned by F and trusts for the benefit of F's family members (50 percent...
Property Zoned For Residential Use Had Been "Subdivided"
March 4, 2021 - Bulletin Print Report
As of January 1, 2007, L owned an eleven acre parcel of vacant land, ("l6A"), in Lexington, Massachusetts. For FY 2008, the town issued to L a $169,788.17 property ta...
Excess Interest Is A Capital Expenditure
March 4, 2021 - Volume 15 Issue 42 Print Report
In July, 1972, A executed a loan agreement with 10 banks under which a total of "$T" was advanced on separate seven-year notes. For the first two years, interest is a...
FB Employee's Compensation From RSUs Allocated On A Linear Basis
March 4, 2021 - Bulletin Print Report
APP began working for Facebook, Inc., ("FB"), in California in 2007. APP has not been a California resident since he departed for Singapore in 2010. APP's compens...
"RAR" Was "Initial Determination" Of Assessment Of Fraud Penalty
March 4, 2021 - Bulletin Print Report
Respondent, ("R"), commenced an examination of Petitioners', ("Ps"), 2011 Form 1040 on or shortly after October 30, 2014. RARmet with Ps' cert...
CSGP Puts Its Best Foot Forward
March 3, 2021 - Bulletin Print Report
CoStar Group, Inc., (CSGP), is determined to acquire CoreLogic, (CLGX). Its determination is unmistakably evidenced by the preemptive bid it recently communicated to the CLGX&n...
Senator Warren Unveils A "Wealth Tax" Proposal
March 3, 2021 - Bulletin Print Report
True to her word, SenatorElizabeth Warren, (D-Mass.), along with several prominent co-sponsors, has proposed what she refers to as "The Ultra-Millionaire's Tax A...
"Triangular" Constructive Dividends
March 3, 2021 - Volume 15 Issue 41 Print Report
During 1974 and 1975, G, an individual, was the president and sole shareholder of J, Inc., (J), a manufacturing company. He was also a 50 percent shareholder of GHR,...
Only "Unabsorbed" NOLs Are Extended
March 3, 2021 - Bulletin Print Report
In 2002, the New Jersey Legislature enacted "Subparagraph E," ("SE"), and disallowed a deduction for net operating loss, ("NOL"), carryovers in ta...
Sales Of Sulfuric Acid Subject To Sales Tax
March 2, 2021 - Bulletin Print Report
Petitioner, ("P"), is in the business of selling sulfuric acid, ("SA"), to contractors who perform cesspool cleaning for their customers. P's position i...
Connecticut Residents Can Look Forward To Tax Credits
March 2, 2021 - Bulletin Print Report
The Connecticut House of Representatives has passed a bill, H.B. 6516, designed to insulate"remote workers" from perniciousdouble taxation during the COVI...
Accounting For Credit Sales
March 2, 2021 - Volume 15 Issue 40 Print Report
TP is an S corporation using the accrual method of accounting. It operates an automobile dealership. Mr. O is an individual owning all of the stock of TP. &...
Department Of Revenue Cannot Contradict Its Own Guidance
March 1, 2021 - Bulletin Print Report
Deere, ("D"), was a corporation that was incorporated under Delaware law. D was the sole owner of DH, a disregarded entity. D and DH collectively owned all of the equ...
Leasing Of Painting Did Not Qualify Purchaser For "Resale Exemption"
March 1, 2021 - Bulletin Print Report
Petitioner, ("P"), is a Delaware limited liability company. P is a collector of artwork that, on occasion, leases pieces of art to others. The members of P are two tr...
T Will De-Consolidate DIRECTV
March 1, 2021 - Bulletin Print Report
AT&T, Inc., ("T"), and TPG Capital announced that they have entered into a definitive agreement under which the two parties will establish a new entity(actu...
Trademark Subsidiary and Licensee Parent Are "Unitary"
March 1, 2021 - Volume 15 Issue 39 Print Report
Home Depot (HD) is a Delaware corporation headquartered in Atlanta. It operates retail stores selling home improvement products throughout the U.S. HD created Homer T...
ICLR Agrees To Acquire PRAH
February 26, 2021 - Bulletin Print Report
ICON plc, ("ICLR"), announced it has entered into a definitive agreement to acquire PRA Health Sciences Inc. ("PRAH"), "in a cash and stock transaction...
Purchase And Trade-In Did Not Occur "At The Same Time"
February 26, 2021 - Bulletin Print Report
The Bs purchased Truck 1 from CD 1 on July 11, 2017. The purchase price of Truck 1 was $51,978.27 less the value of the trade-in vehicle, valued at $29,000, for a reduced sales...
A Partnership Is Not An Individual
February 26, 2021 - Volume 15 Issue 38 Print Report
On February 27, 2009, petitioner's cousin, XZ, acquired legal title to a property in Salinas, California (the Salinas property), which was subject to a purchase m...
Retailer Not A Guarantor Of Its Customers' Debts
February 26, 2021 - Bulletin Print Report
M operates home improvement stores. M entered into an agreement with CO, under which CO agreed to issue a private label credit card branded with M's name to M's retail...
Payments After Termination Of Employment Constitute Retirement Income
February 25, 2021 - Bulletin Print Report
Petitioner, ("P"), maintains offices and transacts business in various states, including New York. P maintains a 401(k) Plan and a Pension Plan, both of which are qua...
"Retirement Income" Not Subject To New York Withholding Tax
February 25, 2021 - Bulletin Print Report
Petitioner, ("P"), is a large retailer with locations throughout the U.S. P makes payments of various types of compensation to its employees, including payments from...
Furnishing "Personal" Information Is Not Subject To Sales Tax
February 25, 2021 - Bulletin Print Report
Petitioner enters into agreements with its customers to maintain their fleets of vehicles. Petitioner also maintains data on all maintenance performed for saidcustomers,...
Payments For Participation In Medical Study Not Excludible
February 25, 2021 - Volume 15 Issue 37 Print Report
Since approximately 1983, petitioner has suffered from gout. In 2008, C announced that it was conducting a gout study in Honolulu, Hawaii, where thepetitioner r...
Asset Acquisitions Generate New York Sales Tax Obligations
February 24, 2021 - Bulletin Print Report
TheStreet.com, Inc., ("TS" or "P"), was a publicly held corporation with its principal place of business in New York City. P is in the business of providing...
Certain Credit Card "Rewards" Found To Be Taxable
February 24, 2021 - Bulletin Print Report
During 2013 and 2014, American Express, ("AE"), offered a rewards program known as Blue Cash, ("Rewards Program"). The Rewards Program paid "Reward Dol...
City Income Taxes Not Creditable
February 24, 2021 - Bulletin Print Report
Petitioners, ("Ps"), filed a 2015 Utah resident income tax return, on which they reported their federal adjusted gross income. In addition, Ps filed a 2015 State-1 no...
Release Of Escrowed Shares Not a "Payment"
February 24, 2021 - Volume 15 Issue 36 Print Report
TP and three other individuals owned all of the stock of I. On March 14, 1971, the shareholders entered into a plan of reorganization and agreement of merger (the Acq...
GT And CTB Announce A Definitive Transaction Agreement
February 23, 2021 - Bulletin Print Report
Goodyear Tire & Rubber Company, ("GT"), and Cooper Tire & Rubber Company, ("CTB"), long-time competitors, announced that they have "entered a d...
Spinco Is A Sec. 7874(b) Surrogate Foreign Corporation
February 23, 2021 - Bulletin Print Report
D is the parent of a worldwide group of domestic and foreign affiliates, (the "D Group"). D owns Sub 1, Sub 2, Sub 3, FSub 1, and FSub 2. The D Group is engaged in Bu...
No COD Income On Surrender Of Insurance Policy
February 23, 2021 - Volume 15 Issue 35 Print Report
In September, 1984, B acquired an insurance policy on his life from Guardian Life Insurance Co. (G). The policy had a cash value portion and a dividends portion. B wa...
Third Party Reimbursement Of Price Discounts Is Part Of "Sale Price"
February 22, 2021 - Bulletin Print Report
Apple, Inc., ("A"), is a manufacturer and retailer of electronic equipment, including wireless telephones marketed as iPhones, ("IPs"). A operates online st...
The Willens Deal Survey February 2021
February 22, 2021 - The Deal Survey: February 2021 Print Report
Welcome to our summary of deals for February 2021. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database....
MIC's Reorganization Will Solve Its Tax Problem
February 22, 2021 - Bulletin Print Report
Macquarie Infrastructure Corporation, ("MIC"), is faced witha tax problem that it will deftly eliminate by means ofan "internal" reorganization...
Depreciation Is An Amount "Incurred" During The Taxable Year
February 22, 2021 - Bulletin Print Report
S operated a medical cannabisdispensary pursuant to California law. S sold cannabis to individuals who held a valid doctor's recommendation to use cannabis. S also so...
Escrowed Stock Is Part Of "Amount Realized"
February 22, 2021 - Volume 15 Issue 34 Print Report
During 1970, a taxpayer exchanged shares of stock of a corporation that he had purchased in 1969 for shares of stock in another corporation. The value of the stock re...
Energy Transfer L.P. And Enable Midstream Partners LP Strike A Deal
February 19, 2021 - Bulletin Print Report
Energy Transfer L.P., ("ET"), a master limited partnership, and Enable Midstream Partners, L.P., ("EN"), another such master limited partnership, announced...
FTHBC Recapture Obligation Is A "Tax"
February 19, 2021 - Bulletin Print Report
ES, (or the "Debtor"),purchased a home with his mother and sister in 2008. In his income tax return for that year, he claimed a first-time homebuyer credit, (&q...
Malpractice Settlement Not Excludible From Gross Income
February 19, 2021 - Bulletin Print Report
In August 2007, B was admitted to a hospital for left knee replacement surgery. While there, B allegedly suffered personal injuries after being directed by an admissions clerk...
Sec. 338(h)(10) Gain Constitutes "Business Income"
February 19, 2021 - Volume 15 Issue 33 Print Report
TP provides its customers with electronic payment services. TP's wholly-owned subsidiary, FDISG, was a Massachusetts corporation with headquarters in Massachusett...
The Tribune Buy-Out Is A "Zenz" Transaction
February 18, 2021 - Bulletin Print Report
Tribune Publishing Co., ("TPCO"), and affiliates of Alden Global Capital,in particular the affiliate named Tribune Enterprises, LLC, ("TEL"), announce...
Bankrupt Corporation Engages In A Sec. 351 Transaction
February 18, 2021 - Volume 15 Issue 32 Print Report
P1 is the common parent of an affiliated group which has elected to file a consolidated return. Sub 1, a first-tier subsidiary of P, is a property and casualty insura...
Medical Equipment And Supplies For "M&M" Patients Subject To Sales Tax
February 18, 2021 - Bulletin Print Report
Petitioner, ("P"), operates for-profit nursing homes in several states. P purchases "consumable items" such as food...drugs or medicine, medical equipment.....
Imposition Of New York Mortgage Recording Tax Not Unconstitutional
February 18, 2021 - Bulletin Print Report
The plaintiff is a not-for-profit corporation incorporated in New Jersey, and a certified development company under the "504 Loan Program," which is managed by the U....
Vivendi On The Verge Of A "Spin-Off" Of UMG
February 17, 2021 - Bulletin Print Report
Vivendi Universal S.A., ("V"), is seriously considering a distribution of 60 percent of the share capitalof its subsidiary, UMG, to V's shareholders. In fac...
Preferred Stock Is Property Other Than Money
February 17, 2021 - Volume 15 Issue 31 Print Report
P owns all of the stock of S. S sold all ofthe stock of three of its subsidiaries, S-1, S-2, and S-3, to Z for cash, an interest-bearing note, and "junior...
Economic Impact Does Not Justify A City's Largesse
February 17, 2021 - Bulletin Print Report
In 2010, the City adopted strategies to spur economic development. In 2015, Huntington University, Inc., ("HU"), and the City entered into an agreement for HU to leas...
HRL's Purchase Of KHC's "Planters" Business Comes With Tax Benefits
February 17, 2021 - Bulletin Print Report
Hormel Foods Corporation, ("HRL"), announced that it has entered into a definitive agreement to acquire the Planters snack nut portfolio from the K...
Overlapping Ownership Rule Frees RXN From The Rigors Of Sec. 355(e)
February 16, 2021 - Bulletin Print Report
Regal Beloit Corporation, (RBC), and RexnordCorporation, (RXN), announced that they have reached a definitive agreement whereby RXN will separate its "PMC" segm...
Parking Space Found Subject To Real Estate Tax
February 16, 2021 - Bulletin Print Report
The issue is whether the appellant, ("APP"), is subject to a real estate tax on her interest in a parking space in the Condominium, (the "C"). By deed dated...
Only A "Filing" Starts The Statute Of Limitations
February 16, 2021 - Bulletin Print Report
The United States and the United States Virgin Islands, ("USVI"), are separate taxing entities. Bona fide USVI residents only owe 10 percent of the income tax on thei...
Tax Court Recasts Transaction At Taxpayer's Behest
February 16, 2021 - Bulletin Print Report
Petitioner, ("P"), was organized in May 2009 to participate in the transactions described below. CMH was organized in January 2008 to serve as a holding company for t...
Bonus Payment Is Ordinary Income
February 16, 2021 - Volume 15 Issue 30 Print Report
On January 24, 1996, petitioners purchased 100 acres in Pennsylvania for $47,000. This property was subject to an oil and gas lease which expired on or about March 14...
Retirement Plan Distribution Used For Restitution Is Taxable
February 12, 2021 - Bulletin Print Report
P is a former C.P.A. From 2008 to March 2014, he worked for PCGas the company's corporate accounts payable manager. During his employment, P caused PCG to issue fraud...
Permitted Or Authorized Piping Is Real Property
February 12, 2021 - Bulletin Print Report
C is an interstate pipeline company that transports refined petroleum products. C typically obtains easements from property owners, rather than buying property, to allow the co...
Property Bequeathed To A Corporation
February 12, 2021 - Volume 15 Issue 29 Print Report
The sole shareholder of a corporation died on October 1, 1972. Under the terms of his will, all of the stock was bequeathed to his surviving spouse and children and a...
Nature Of Claim Determines Character Of Settlement Award
February 11, 2021 - Bulletin Print Report
W was employed as a Human Resources Assistant at V from July 1, 2011 until January 13, 2015. On February 4, 2014, W was diagnosed with shingles. Starting May 21, 2014, her imme...
Calculating A Resident Shareholder's "Tax Factor" For QEZE Purposes
February 11, 2021 - Bulletin Print Report
BHFis a New York corporation. BHF is taxed under Subchapter S of the Internal Revenue Code. BHF was certified as a qualified empire zone enterprise, ("QEZE"). P...
KO Will Reserve Only A Fraction Of Its Potential Tax Liability
February 11, 2021 - Bulletin Print Report
The Coca-Cola Company, (KO), recently found itselfon the wrong end of a Tax Court decision that produced a massive $3.3 billion tax deficiency which, with statutory inter...
Determining The "Amount Realized"
February 11, 2021 - Volume 15 Issue 28 Print Report
TP, a domestic corporation using the accrual method of accounting, is in the business of constructing single family homes. On January 1, 1975, a home was sold for $40...
I.R.S. Takes A Narrow View of "Historic Business"
February 10, 2021 - Volume 15 Issue 27 Print Report
T is a corporation engaged in the investment business. From its inception, T's investment practice has been to maintain approximately 1/3 of the value of its inve...
Court Refuses To Pierce The Corporate Veil
February 10, 2021 - Bulletin Print Report
On April 30, 2014, W entered into a distributorship agreement ("2014 Agreement") with B. When the parties entered into the 2014 Agreement, B was a Delaware corporatio...
Sale Of Prepaid Wireless Service Subject To Sales Tax
February 10, 2021 - Bulletin Print Report
TP was an authorized dealer for Boost Mobile, ("BM"), during the audit period. BM required TP to accept customer payments for the monthly cell-phone service plans off...
Sovereigns Are Not Called To Account For "Domestic Takings"
February 9, 2021 - Bulletin Print Report
This case concerns several dozen medieval relics and devotional objects known as the "W." During the waning years of the Weimar Republic, a consortium of three art fi...
Assessing The Nature Of SHEN's Special Dividend
February 9, 2021 - Bulletin Print Report
Shenandoah Telecommunications Company, ("SHEN"), and T-Mobile US, Inc., (TM), expect to enter into a definitive asset purchase agreement during the first quarter of 2...
"Key Employee Satisfaction" Is a Good Business Purpose
February 9, 2021 - Volume 15 Issue 26 Print Report
X, a large widely held and publicly traded corporation, owned all of the stock of Y for more than five years. X and Y were each engaged in the active conduct of a sep...
Penalty Upheld For Untimely "Submission" Of Tax Forms
February 8, 2021 - Bulletin Print Report
Plaintiff, ("P"), was the owner of certain parcels of rental property located in Hamden, Connecticut, ("properties"). On February 1, 2016, the assessor asse...
Vacation Home Found To Be A Permanent Place Of Abode
February 8, 2021 - Bulletin Print Report
Petitioners, ("Ps"), are domiciled in New Jersey. Petitioner-husband, ("P"), works primarily out of his office in New York City and was present within New Y...
Consultation Services Not Subject To Sales Tax
February 8, 2021 - Bulletin Print Report
P is incorporated in Delaware and is commercially domiciled in California. P does not have an office in New York State. P is engaged in the business of providing professional c...
The Limited Scope of the N.J. Resident Tax Credit
February 8, 2021 - Volume 15 Issue 25 Print Report
During tax year 2004, plaintiffs earned $500,000 in wages. Of that amount, $117,500 was attributable to New York (NY). Plaintiffs also earned interest income of $6,125 and divi...
COVID-19 Prevention Expenses Can Be Deducted "Above The Line"
February 5, 2021 - Bulletin Print Report
The term, "adjusted gross income," means...gross income minus the following deductions: The deductions allowable by this chapter...which are attributable to a trade o...
Ascertaining The "True Object" Of A Bundled Transaction
February 5, 2021 - Bulletin Print Report
APP is a corporation that operated two prenatal imaging centers in California. APP's prenatal imaging centers provided 3D and 4D ultrasound services to pregnant women and t...
Income From Sale of "GWPs" Is Qualifying Income
February 5, 2021 - Volume 15 Issue 24 Print Report
X is a limited partnership. X owns and operates timberland properties and timber processing operations in the U.S. X's business consist...
Fabricating Machine Not Exempt From Sales Tax
February 5, 2021 - Bulletin Print Report
P is a dentist who is purchasing a Sirona CerraMilling Machine for the fabrication of crowns, inlays, outlays, and veneers. The machine also has the capability to mill de...
A Lease Is A Sale When "Possession" Is Transferred
February 4, 2021 - Bulletin Print Report
P is a full-service teleprompter company that provides teleprompting services for corporate and entertainment events... A teleprompting service package includes a complete tele...
"Competitive" Charitable Organization's Sales Are Subject To Sales Tax
February 4, 2021 - Bulletin Print Report
R is a non-profit organization that works in conjunction with the City "to promote and add life to our downtown." One of the ways we do this "is by producing a v...
Outbound Liquidation Qualifies For Sec. 337 Protection
February 4, 2021 - Volume 15 Issue 23 Print Report
P is a Country A corporation. P conducts Business in the U.S. through USC, a State B entity treated as a corporation. P's interest in USC constitutes a U.S. Real Property I...
'B' Reorganization Accompanied By An Exchange Of Securities
February 3, 2021 - Volume 15 Issue 22 Print Report
X acquired all of the stock of Y in exchange for voting stock of X. Y has an issue of six percent 15-year debentures outstanding. Pursuant to the plan, X acquired all of the de...
Liberty Media Plans To "Consolidate" Sirius XM
February 3, 2021 - Bulletin Print Report
Liberty Media Corporation, ("LM"), on February 1, 2021, entered into a "tax sharing" agreement with Sirius XM Holdings, Inc., ("SXM"), "gover...
The Pandemic Is Not A Catastrophe For Real Estate Tax Purposes
February 3, 2021 - Bulletin Print Report
By Consent Order and judgment entered on November 2, 2017, Ps' 2017 Article 7 challenge to the assessment of their Property was resolved pursuant to an agreement whereby th...
"Usage Agreements" Are Not Sales Of Tangible Personal Property
February 3, 2021 - Bulletin Print Report
P is a publicly traded Delaware corporation that develops, manufactures, and commercializes products for the treatment of dermatological disorders. In June 2015, P acquired a l...
Short-Term Rentals Subject To Sales Tax
February 2, 2021 - Bulletin Print Report
R operates retail stores and markets tangible personal property on a "rent-to-own" basis. Customers select an initial rental term of monthly, semi-monthly, or weekly....
Applying Sec. 306(b)(4)(B)
February 2, 2021 - Volume 15 Issue 21 Print Report
C is a domestic corporation. C has outstanding shares of voting common stock. A holds 88.88 percent of the common stock. Seven other shareholders hold the rest.
Sale Of Assets Not Eligible For The "Liquidation Exception"
February 1, 2021 - Bulletin Print Report
In 2002, E was wholly owned by EPLC. In May 2000, EPLC acquired TLC. After the acquisition, EPLC merged TLC with and into E. The acquisition of TLC marked EPLC's entry into...
FCA And PSA Complete Historic Cross-Border Merger
February 1, 2021 - Bulletin Print Report
On January 16, 2021, Fiat Chrysler Automobiles N.V., ("FCA"), and Peugeot S.A., ("PSA"), were finally permitted to consummate their long-awaited business co...
Litigation Proceeds Are Massachusetts Sales
February 1, 2021 - Bulletin Print Report
S is a Delaware corporation that has a commercial domicile in Massachusetts, ("M"). S holds numerous patents on its technology. Prior to the tax years at issue, S bro...
"Opportunity" Costs Are Not Deductible
February 1, 2021 - Volume 15 Issue 20 Print Report
In 2007, the taxpayer, (TP), an individual, was the owner of a Web site business. TP and his wife, on their joint Federal income tax return for 2007, on Schedule C, d...
Fire Protection System Is a "Structural Component"
January 29, 2021 - Volume 15 Issue 19 Print Report
A taxpayer purchased and installed a fire protection system in a building used in the taxpayer's business. The system is designed to detect fire at any point in t...
Advertising Analyst Furnished Taxable Information Services
January 29, 2021 - Bulletin Print Report
DL (or "P") provides services to its clients that measure advertising effectiveness. DL measures advertising effectiveness by surveying consumers or internet users wh...
Lodging Expenses Ruled Non-Deductible
January 29, 2021 - Bulletin Print Report
P is an attorney and is licensed to practice in both Minnesota, ("M") and Washington, D.C., ("W"). During the year at issue, P maintained solo law practices...
Impairment Charges Do Not Necessarily Foreshadow Tax Losses
January 28, 2021 - Bulletin Print Report
Over the past few days, we have had announcements from companies as diverse United Parcel Service, Inc., AT&T, and Office Depot regarding plans to exit businesses that have...
Determining Holding Period For Purposes Of Sec. 857(b)(6)(C)
January 28, 2021 - Volume 15 Issue 18 Print Report
TP is a REIT. TP is an "a%" partner in Operating Partnership, (OP),which owns numerous real properties throughout the U.S. "Property," the r...
Mixture Credits Reduce Excise Tax Liability
January 28, 2021 - Bulletin Print Report
Sec. 6426 of the Code provided: "There shall be allowed as a credit--Against the tax imposed by Sec. 4081, an amount equal to the sum of the credits described in subsectio...
Notice Of Determination Was Timely Issued
January 28, 2021 - Bulletin Print Report
After Appellants, ("APPs"), filed their 2015 Minnesota, ("M"), individual income tax return and property tax refund claim, the Commissioner received a repor...
Taxpayer's "Investment In The Contract" Was Zero
January 27, 2021 - Volume 15 Issue 17 Print Report
On July 1, 1958, petitioner, (P), purchased a "Thirty Premium Life" insurance policy from NY Life. The policy required P to make quarterly premium payments...
Racking Equipment Not Eligible For Construction Costs Exemption
January 27, 2021 - Bulletin Print Report
TP designs, develops, and operates automated cold storage warehouses within the United Statesand Europe. TP provided information regarding its plans to construct a new co...
New Orleans Sales Tax Preempted By Louisiana Constitution
January 27, 2021 - Bulletin Print Report
TP seeks a redetermination of the assessment of sales and/or use tax in connection with the furnishing of meals to students and staff of M, a non-profit educational institution...
AJRD Characterizes Its "Pre-Closing Dividend"
January 26, 2021 - Bulletin Print Report
In December 2020, Aerojet Rocketdyne Holdings, Inc., ("AJRD"), announced that it had entered into a definitive agreement to be acquired by Lockheed Martin Corporation...
The Sec. 72(t) "Exaction" Is A "Tax"
January 26, 2021 - Bulletin Print Report
In 2015, the year in which P turned 42, she took loans in connection with her New York State pension plan. The Retirement System sent her a Form 1099-R. P did not report any re...
"Gross Income From The Property"
January 26, 2021 - Volume 15 Issue 16 Print Report
The Black Lung Benefits Act of 1977 imposes an excise tax on the sale of coal. The excise tax applies to all coal mined in the U.S. that is sold or used after March 31, 1978. T...
New Jersey's "PFF" Is Not Unconstitutional
January 26, 2021 - Bulletin Print Report
N.J.S.A. 54A:8-6(b)(2)(A) requires "each entity classified as a partnership for federal income tax purposes," that has more than two owners, "having any income d...
Management Fees Paid To Shareholders Not Deductible
January 26, 2021 - Bulletin Print Report
P operated an asphalt paving business in Waterloo, Iowa. P had three shareholders: JEC (owning 40 percent of the stock), MEL (owning 40 percent of the stock), and D (owning 20...
Consideration Is Needed To Find A "Sale"
January 25, 2021 - Bulletin Print Report
Petitioner operates a golf course that is "open to the public." On its website, it describes itself as a "daily fee golf course." Golfers pay a fee per pers...
Foreign Corporation's Tardiness Causes It To Forfeit Deductions
January 25, 2021 - Bulletin Print Report
P is incorporated under the laws of the U.K. P's only income-producing asset was a support vessel. A U.S. firm chartered P's vessel to perform work in the Gulf of Mexic...
Disproportionate Distributions Do Not Terminate 'S' Election
January 25, 2021 - Volume 15 Issue 15 Print Report
X Corporation, (X), elected to be an 'S' corporation effective on Date 2. However, beginning in the taxable year ending on Date 3, X made disproportionate dis...
Non-Exempt Transfer Triggers Reassessment Of Home
January 22, 2021 - Bulletin Print Report
In 1999, BW and SW created the WFT, (the "trust"), and recorded a grant deed transferring their home, (the "property"), to themselves as trustees. The trust...
Spin-Off Following A Reverse Triangular Merger
January 22, 2021 - Volume 15 Issue 14 Print Report
CP acquired all the stock of Sub 1 on Date a. The acquisition qualified as a reorganization under Sec. 368(a)(1)(A) (by reason of Sec. 368(a)(2)(E)) and under Sec. 36...
Nature Of Visa Is Determinative Of Foreign Domicile
January 22, 2021 - Bulletin Print Report
In February 2016, the Department of Revenue, (the "Department"), issued to the Hs a notice of proposed deficiency. The Hs protested the deficiency determination, clai...
The Willens Deal Survey January 2021
January 21, 2021 - The Deal Survey: January 2021 Print Report
Welcome to our summary of deals for January 2021. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database. <...
LITE's Acquisition Of COHR Features Successive Mergers
January 21, 2021 - Bulletin Print Report
LumentumHoldings, Inc., ("LITE"), and Coherent, Inc., ("COHR"), announced that they have entered into a definitive agreement "under which LITE wi...
Private Foundation Does Not Have "Excess Business Holdings"
January 21, 2021 - Volume 15 Issue 13 Print Report
Y is a private foundation within the meaning of Sec. 509(a) of the Internal Revenue Code. Y was created to receive the assets of the Estate. Those assets included, in...
Pfizer, Inc. And Mylan N.V. Collaborate To Create Viatris, Inc.
January 21, 2021 - Bulletin Print Report
Pfizer, Inc., ("PFE"), intended to effect a garden variety spin-off or split-off of its Upjohn, Inc. subsidiary. Upjohn conducted PFE's"off-patent bran...
Rental Fleet Not Considered Inventory
January 21, 2021 - Bulletin Print Report
Taxpayer, ("TP"), claimed the Inventory Tax Credit, ("ITC"), for rented machinery and equipment that was sold to third parties. La. R.S. 47:6006 provides th...
The Long Reach Of Sec. 355(b)(2)(D)
January 20, 2021 - Volume 15 Issue 12 Print Report
Rev. Rul. 74-5, 1974-1 C.B. 82, involved a distribution of the stock of a controlled corporation, Y, by a distributing corporation, X, to X's parent corporation,...
Claims For Refund Not Timely Filed
January 20, 2021 - Bulletin Print Report
On May 6, 2004, D and G closed on their purchase of SD. The purchase price was $3.7 million. D advanced the funds necessary to purchase the property. D created SD LLC. D transf...
Computing Non-Willful "FBAR" Penalties
January 20, 2021 - Bulletin Print Report
K is a U.S. citizen who has resided in Israel since 1979. During 2008-2010, K had a financial interest in several financial accounts in Israel, ("foreign financial account...
Connection/Disconnection Fees Are Subject To "URT"
January 20, 2021 - Bulletin Print Report
TP is a utility company providing electric services to customers within Indiana and outside of Indiana. The Indiana Department of Revenue, ("Department"), conducted a...
Preliminary Thoughts on Office Depot
January 19, 2021 - Bulletin Print Report
There could be a significant tax implication if Office Depot simply sold its consumer business to Staples, while retaining its other businesses and assets. Such a sale would be...
Regular Mail Provides Sufficient Notice Of A Tax Liability
January 19, 2021 - Bulletin Print Report
JO runs a farming operation and heavy construction business as a sole proprietorship. The Commissioner first sent JO a letter on April 27, 2017, to his home address, which is a...
Retention Of Estate Property Does Not Violate "Automatic Stay"
January 19, 2021 - Bulletin Print Report
Under the Bankruptcy Code, the filing of a bankruptcy petition has certain immediate consequences. A petition "creates an estate" that...comprises "all legal or...
Management Fees Treated As Not Constituting Gross Income
January 19, 2021 - Bulletin Print Report
TP elected to be a real estate investment trust,("REIT"). TP conducts substantially all of its business through OP. OP is a disregarded entity for tax purposes....
Deferred Compensation Subject To S.E. Tax
January 19, 2021 - Volume 15 Issue 11 Print Report
In 1982, P began working as an independent beauty consultant for Mary Kay, Inc. (MK). P sold MK products and recruited other individuals to join the company. <...
Partners Allocated "COD" Income
January 15, 2021 - Bulletin Print Report
In 2009, H, B, along with BO, and R formed E. E was in the business of text message advertising. E's partners entered into an operating agreement. That agreement stated tha...
I.R.S. Issues Rare Sec. 1221(a)(1) Ruling
January 15, 2021 - Volume 15 Issue 10 Print Report
TP is a REIT. TP owns and leases residential real estate to third parties. LP owns in excess of "a%" of all classes of stock of TP and all ofTP's...
Trailers Are Not Exempt "Truck Bodies"
January 15, 2021 - Bulletin Print Report
Petitioner is the owner of BT LLC, ("B"). B sells trailer-type vehicles. During the dates at issue in this matter, B sold trailer-type vehicles to non-Wisconsin resid...
Restitution And Remediation Are Deductible
January 15, 2021 - Bulletin Print Report
The I.R.S. recently issued final regulations regarding the controversial topic of the deductibility of "fines, penalties, and other amounts." The statute governing th...
"Internal" Spin-Off Not A "Disqualified Distribution"
January 14, 2021 - Volume 15 Issue 9 Print Report
P acquired Sub 1 on DateA, a date less than five years ago.Sub 1 owns all of the stock of Sub 2. Sub 2 owns all of the stock of EE. EE owns D. D is regula...
Taxpayer Retained No Substantial Rights To Research
January 14, 2021 - Bulletin Print Report
E is an 'S' corporation that designs and produces integrated controls and switchgears for custom applications in the power generation industry. In February 2009, E was h...
STE Reaches An Agreement With CMD
January 14, 2021 - Bulletin Print Report
STERIS plc, ("STE"),an Irish company, and Cantel Medical Corporation, ("CMD"), a domestic corporation, announced that STE has signed a definitive agre...
Sales Tax Refund For Utility Purchases Granted
January 14, 2021 - Bulletin Print Report
TP is an Indiana corporation which purchased an Indiana restaurant in July 2018. In July 2019, TP filed a Form ST-200 with the Department. At the same time, TP filed a Claim fo...
Taxpayer Had Constructive Receipt Of Unregistered Stock
January 13, 2021 - Bulletin Print Report
Naranda Systems, LLC, ("N"), elected to be taxed as a corporation. In January 2012, N filed a lawsuit against Violin Memory, Inc., ("V"), alleging infringem...
Sec. 86 Does Not Suffer Any Constitutional Infirmities
January 13, 2021 - Bulletin Print Report
During 2014, PK was married to GK. Before their marriage, PK and GK executed and recorded an agreement electing, under Louisiana law, a Separate Property Matrimonial Regime. In...
Do Not Rule Out A REIT Spin-Off
January 13, 2021 - Volume 15 Issue 8 Print Report
Sec. 355(h)(1) of the Code provides that: "This section (i.e., Sec. 355) shall not apply to any distribution if either the distributing corporation or the controlled corpo...
Marking The Date On Which Deficiency Interest Commences Accruing
January 13, 2021 - Bulletin Print Report
C was a Maine corporation engaged in both interstate and intrastate transportation of cargo. During 2014 and 2015, C purchased a motor vehicle, (the "Vehicle"), outsi...
Direct Deeding Of Like Kind Property Allowed
January 12, 2021 - Volume 15 Issue 7 Print Report
X and Y are unrelated persons. On May 14, 1989, X and Y entered into a contract that requires X to transfer B to Y and Y to transfer to X property of a like kind....
Waiver Of Estimated Tax Penalty Denied
January 12, 2021 - Bulletin Print Report
During tax year 2018, APPs sold shares of stock which resulted in capital gains of over $3.8 million. APPs made estimated tax installment payments... These three installment pa...
Contribution Of Partial Interest In Property Not Deductible
January 12, 2021 - Bulletin Print Report
After LM purchased real property in Bethesda, Maryland, known as 5300 Moreland Lane, she and her husband decided to tear down the existing house on that property and build a ne...
BLUE To Benefit From I.R.S.'s Relaxed Spin-Off Policy
January 12, 2021 - Bulletin Print Report
bluebird bio, Inc., ("BLUE"), has announced its intent to "separate its severe genetic disease and oncology businesses into differentiated and independent public...
FTI's "Spin-Off" Will Give Rise To Dividend Income
January 11, 2021 - Bulletin Print Report
TechnipFMC plc, ("FTI"), announced, on January 7, 2021, the resumption of activities toward its planned separation "into two industry-leading independent, public...
Replacement Property Held Primarily For Sale
January 11, 2021 - Bulletin Print Report
L is the sole member of HQE. In early 2010, HQE exchanged a warehouse property for two replacement properties. The first replacement property was a residential property, and th...
Can Boeing Deduct Any Amounts Paid (Or To Be Paid) Under Its "DPA?"
January 11, 2021 - Bulletin Print Report
The Boeing Co., ("BC" or the "Company"), the Department of Justice's Fraud Section, and the United StatesAttorney's Office recently entered in...
Conveyance of "QRP" To A "CRUT" Does Not Trigger Deferred Gain
January 11, 2021 - Volume 15 Issue 6 Print Report
TPs, husband and wife, are shareholders of C. C maintains an employee stock ownership plan (ESOP). TPs sold "x" shares of C's common to the ESOP and reinvested &q...
Processing and Marketing Methanol Produces Qualifying Income
January 8, 2021 - Volume 15 Issue 5 Print Report
X is a limited partnership. X intends to become a publicly traded partnership (MLP or PTP). X will operate two facilities that will process natural gas into methanol and synthe...
TDY And FLIR Propose A "Forward Merger"
January 8, 2021 - Bulletin Print Report
Teledyne Technologies, Inc., ("TDY"), and FLIR Systems, Inc., ("FLIR"), recently announced that they have entered into a definitive agreement under which TD...
Sole Member Of LLC Not Liable For Gross Receipts Tax
January 8, 2021 - Bulletin Print Report
New Mexico, ("NM"), imposes gross receipts tax on all "entities that engage in business in NM." The Department requires taxpayers subject to gross receipts...
Partnership Merger Qualifies As A Reorganization
January 7, 2021 - Bulletin Print Report
When can a partnership merger qualify as a reorganization for tax purposes? When the partnerships elect to be treated as corporations for federal income tax purposes. Navios Ma...
Expenses Paid With "Covered Loans" Are Deductible
January 7, 2021 - Bulletin Print Report
On January 6, 2021, the Internal Revenue Service issued Rev. Rul. 2021-2, a pronouncement of more than passing importance. This ruling renders obsolete each of Notice 2020-32,...
Insurance Premiums Cannot Be Deducted
January 7, 2021 - Bulletin Print Report
On Date 1, Member, ("M"), began circulating a private placement memorandum, ("PPM"), to potential investors. M's purpose was to acquire a membership int...
Redemption Does Not Give Rise To a Constructive Dividend
January 7, 2021 - Volume 15 Issue 4 Print Report
B and C, who are brothers, each owned 50 percent of the stock of a corporation. C died. B was a party to a stockholders' agreement which provided that, upon the death of ei...
Ownership Includes "Equitable Title" To Property
January 6, 2021 - Bulletin Print Report
International American Education Federation, Inc., ("IAEF"), operates charter schools in Texas. In 2016, IAEF leased real property, (the "Property"), from a...
Loss Of Access Is Not A Physical Loss
January 6, 2021 - Bulletin Print Report
Plaintiff, ("P"), owns and operates a full-service salon and medical spa in Miami Beach, Florida. On December 19, 2019, Defendants, ("Ds"), issued an all-ri...
Receipts Not "Interest" For Purposes of Sec. 165(g)(3)
January 6, 2021 - Volume 15 Issue 3 Print Report
TP is the parent of a group of domestic and international entities. TP, through certain of its subsidiaries (the Group), provides specialty financial services to individuals th...
DD To Shed Nutrition & Biosciences, Inc.
January 5, 2021 - Bulletin Print Report
DuPont de Nemours, Inc., (DD), will be disposing of its subsidiary, Nutrition & Biosciences, Inc., (NB), in a so-called "Reverse Morris Trust," (RMT), transaction...
Notes Excluded From Numerator Of Property Factor Ratio
January 5, 2021 - Bulletin Print Report
On June 17, 2015, P filed three refund claims for corporate franchise tax paid. The Department denied each claim. The issue is the proper method of apportionment of P's fra...
NOL Limits Ruled Unconstitutional
January 5, 2021 - Bulletin Print Report
Corporations can join with groups of affiliated corporations to file consolidated income tax returns with the I.R.S. On these consolidated returns, groups can claim consolidate...
Determining REIT Taxable Income
January 5, 2021 - Volume 15 Issue 2 Print Report
Advice has been requested on whether amounts of a REIT's income, which are used to pay the amortization of mortgages and amounts required by FHA regulations to be kept in c...
Sale Gain Belonged In The Denominator Of The Revenue Ratio
January 4, 2021 - Bulletin Print Report
DL is Texas corporation doing no business in Louisiana, ("L"). DL's only business activities consisted of holding its interest in LLC, a Texas limited liability c...
SL Green Realty Corporation Will Be Making Stock Distributions
January 4, 2021 - Bulletin Print Report
On December 4, 2020, the board of directorsof SL Green Realty Corporation, ("SLG"), declared an ordinary dividend and a special dividend, each payable on Januar...
I.R.S. Had "Clear And Concise" Notice Of An Address Change
January 4, 2021 - Bulletin Print Report
In 2016, the I.R.S.sent a notice of deficiency to the Gs' former address, which their CPA had incorrectly listed on their 2014 tax return. The Gs had subsequently lis...
Aggregation Of Costs Of Blocks Of Stock Prohibited
January 4, 2021 - Volume 15 Issue 1 Print Report
MC owned a high-rise apartment building. The taxpayers acquired 52 percent of the corporation's stock in 1949 at a cost of $1,040. The remaining 48 percent of the stock was...
Facility Did Not Qualify As A "Distribution Center"
December 31, 2020 - Bulletin Print Report
TP is a nationwide retailer and operates retail stores across the U.S. In addition, TP accepts orders and makes retail sales via its catalogs and the Internet. TP operates regi...
Sales Tax Levied On "Gross Proceeds Of Sales"
December 31, 2020 - Bulletin Print Report
Under a tobacco company "buy-down" contract with retailers, the tobacco company agrees to pay the retailer a specified amount for each pack of cigarettes sold by the...
Loss From Destruction of "Illegal" Home Allowed
December 31, 2020 - Volume 14 Issue 252 Print Report
In Year 1, TPs purchased an N1-acre parcel of property jointly with another couple, the A. TPs built a home on the property and lived in the home since early Year 2....
Interest Expense Safe Harbor For Residential Living Facilities
December 30, 2020 - Bulletin Print Report
Sec. 163(j) of the Code limits the amount of "business interest expense" that can be deducted for taxable years beginning after December 31, 2017. Under Sec. 163(j)(1...
Carved-Out Leasehold Is Property
December 30, 2020 - Volume 14 Issue 251 Print Report
M will be formed as a general partnership. M will have three general partners, O, a corporation; P, a general partnership comprised of three individuals; and Q, a cor...
Unlimited Use Phone Cards Subject To Special Charge
December 30, 2020 - Bulletin Print Report
Applicant is a retailer that sells prepaid wireless telecommunications services. One of the ways that the customers of Applicant purchase these services is through "unlimi...
Sale Or Service?
December 30, 2020 - Bulletin Print Report
In 1984, O began operating Gott's To Go, ("G"), a business engaged in providing portable toilet services. O purchased portable toilets from a Michigan business. W...
MIC Sets Record Date For Special Dividend
December 29, 2020 - Bulletin Print Report
Macquarie Infrastructure Corporation, ("MIC"), announced that it has successfully completed the sale of its "IMTT" business for $2.67 billion, including ass...
Litigation Award Is "Business Income"
December 29, 2020 - Volume 14 Issue 250 Print Report
C is a corporation that files as part of an Arizona consolidated return with its parent, P. C develops, manufactures and sells products to customers. As part of its r...
Marketing Analytics Firm Rendered Non-Taxable Consulting Services
December 29, 2020 - Bulletin Print Report
Petitioner, MarketShare Partners, LLC, ("P"), is a marketing analytics firm headquartered in Los Angeles, California, with offices in New York City. P had four lines...
Electronic Information Services Subject To Sales Tax
December 29, 2020 - Bulletin Print Report
CF operates several banks in Cincinnati. Several years ago, it began using Fiserv, ("F"),banking software for its online banking system. F is "a premier pr...
A Utility Is A "Manufacturer" Of Electricity
December 29, 2020 - Bulletin Print Report
D is a regulated public utility engaged in the generation, transmission, distribution, and sale of electricity in North Carolina and in South Carolina. The Department of Revenu...
Attorney's Fee Portion Of Qui Tam Award Is Taxable In N.J.
December 28, 2020 - Bulletin Print Report
TP is a medical doctor who initiated a qui tam , ("QT"), action against the Cooper Health System, ("C"). TP alleged that C had paid physicians...
Arkansas "PBM" Law Not Preempted By ERISA
December 28, 2020 - Bulletin Print Report
Pharmacy benefit managers, ("PBMs"), serve as intermediaries between prescription-drug plans and the pharmacies that beneficiaries use. When a beneficiary of a prescr...
Wheeler REIT To Redeem Convertible Preferred Stock
December 28, 2020 - Bulletin Print Report
Wheeler REIT has run into some financial difficulties. These difficulties will become insuperable if Wheeler does not take decisive actionbefore the date on which its Ser...
Cousins Not Dependents
December 28, 2020 - Volume 14 Issue 249 Print Report
Petitioner, (P), is an immigrant from Kenya and has lived in the U.S. since 2007. P's aunt and cousins emigrated from Kenya to Arizona in April, 2009. &...
Sec. 1060 Allocation Does Not Represent "True And Fair Value"
December 24, 2020 - Bulletin Print Report
TP is a Washington corporation that previously engaged in the business of producingpulp and paper products at a mill located in Washington, ("M"), as a subsidia...
Transfer Of Installment Notes Lacked Substance
December 24, 2020 - Volume 14 Issue 248 Print Report
A is the sole shareholder of TP. TP has two divisions, Y and Z (the "Dealers"), which operate used car dealerships. Dealers finance all of their sales. Deal...
Foundation Denied Abatement Of "UBIT"
December 23, 2020 - Bulletin Print Report
P is a tax-exempt private foundation under Sec. 501(c)(3) of the Internal Revenue Code. P retained Northern Trust Company,("NTC"),to prepare its tax retur...
Qui Tam Recoveries Not Taxable In Pennsylvania
December 23, 2020 - Bulletin Print Report
In June 2014, the taxpayer, ("TP"),filed a qui tam , ("QT"), action in federal court alleging that a certain financial institution, (the...
Short-Term Investment In Municipal Bonds Allowed
December 23, 2020 - Volume 14 Issue 247 Print Report
X is engaged in the development, ownership, and operation of plants and facilities throughout the U.S. X has a number of plants under development. X expects to reach...
The Service Will Follow Holsey
December 22, 2020 - Volume 14 Issue 246 Print Report
The Internal Revenue Service will follow the decision rendered by the Third Circuit Court of Appeals in a case entitled Holsey v. Commissioner , 258 F.2d 865...
What To Make Of AJRD's Special Dividend
December 22, 2020 - Bulletin Print Report
Aerojet Rocketdyne Holdings, Inc., ("AJRD"), announced that it has entered into a definitive agreement to be acquired by Lockheed Martin Corporation, ("LMT"...
Taxpayer Found To Be A "Publicly Offered REIT"
December 22, 2020 - Bulletin Print Report
TP is a real estate investment trust,('REIT"). PR is a REIT. PR is listed on Exchange. TP represents that PR has been a "publicly offered REIT" at all...
How The Pros Effectuate A Spin-Off Or Split-Off
December 22, 2020 - Bulletin Print Report
D, which is Pfizer, Inc., ("PFE"), is the parent of worldwide group of entities, (the "D Worldwide Group"), and is the common parent of a group of affiliate...
Merger Of Lower-Tier Banks Should Qualify As A Reorganization
December 21, 2020 - Bulletin Print Report
Huntington Bancshares, Inc., ("HBAN"), the parent of Huntington National Bank, ("HNB"), and TCF Financial Corporation, ("TCF"), the parent of TCF...
Retention Of Place Of Abode Decisive Of Domicile Issue
December 21, 2020 - Bulletin Print Report
Based on the audit of P and the determination that he was a domiciliary of New York City, ("NYC"), during 2012, the Division issued a statement of proposed audit chan...
The Willens Deal Survey December 2020
December 21, 2020 - The Deal Survey: December 2020 Print Report
Welcome to our summary of deals for December 2020. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database....
Service Approves "Retention" of Spun-off Subsidiary's Stock
December 21, 2020 - Volume 14 Issue 245 Print Report
D is a State E corporation and is the common parent of a consolidated group. D has outstanding "g" shares of common stock. These shares are widely held and...
Absence Of Sales-Related Activity Does Not Prevent Finding Of Nexus
December 21, 2020 - Bulletin Print Report
TP is an out-of-state corporation that developsand publishes a multiplayer, online video game, ("Game"). Game is free to play. TP's source of income is excl...
Pluralsight, Inc. Is Going Private
December 18, 2020 - Bulletin Print Report
Pluralsight, Inc., ("PS"), recently announced that it has entered into a definitive agreement to be acquired by affiliates of Vista Equity Partners in an all-cash tra...
Equinox Gold Corporation Will Acquire Premier Gold Mines Ltd.
December 18, 2020 - Bulletin Print Report
Equinox Gold Corporation, ("E") and Premier Gold Mines, Ltd., ("P"), announced that the companies, each organized under the laws of Canada, have entered int...
Sovereign Immunity Bars Transportation Excise Tax Refund Lawsuit
December 18, 2020 - Bulletin Print Report
JP sells credit card processing services to merchants and banks. DA was a charter airline that contracted with JP to process credit card transactions for its customers. Purchas...
Bargain Sale Did Not Result In A Gift
December 18, 2020 - Volume 14 Issue 244 Print Report
WJSC was owned prior to 1928 by WJS. He sold the common stock in 1928 to WMF and at that same time the corporation issued 1,000 shares of its six percent cumulative p...
Canadian Cannabis Companies To Engage In Business Combination
December 17, 2020 - Bulletin Print Report
Aphria, Inc., ("APHA"), and Tilray, Inc., ("TLRY"), each organized and existing under the laws of Canada, announced that they have entered into a definitive...
Taxpayer Found To Change Accounting Method
December 17, 2020 - Volume 14 Issue 243 Print Report
TP, a financial institution employing an accrual method of accounting, computes its interest on installment loans under the "sum of the months-digits method.&quo...
"Actual Knowledge" Does Not Constitute A "Filing"
December 17, 2020 - Bulletin Print Report
The United States, ("U.S."), and the United States Virgin Islands, ("USVI"), are separate taxing entities. Under the USVI's Economic Development Program...
TCP Will Be "Rolled Up"
December 17, 2020 - Bulletin Print Report
TC Energy Corporation, ("TRP"), a Canadian corporation announced it has entered into a definitive agreement and plan of merger "to acquire all the outstanding Co...
Start-Up Expenses Not Deductible
December 16, 2020 - Volume 14 Issue 242 Print Report
Petitioners purchased a single-family house in Virginia on August 25, 2008. Petitioners made repairs and reported other expenses relating to the property on Schedule...
LLY's Acquisition Of PRVL Features A Regulatory Approval CVR
December 16, 2020 - Bulletin Print Report
Eli Lilly and Company, ("LLY"), and Prevail Therapeutics, Inc., ("PRVL"), announced a definitive agreement for LLY to acquire PRVL"for $22.50 in...
Assessment Of Back-Up Withholding Tax Time-Barred
December 16, 2020 - Bulletin Print Report
James Quezada, ("Q"),works as a stone mason and owns Quezada Masonry, ("QM"). General contractors hire him for masonry work, and he hires subcontracto...
Advertising Services Are Not Subject To Sales Tax
December 16, 2020 - Bulletin Print Report
Petitioner, ("P"), is a digital marketing services business. It provides consulting, managed services, and technical services, and acts as a reseller of advertising-a...
The Latest Variety Of "CVRs"
December 15, 2020 - Bulletin Print Report
Where there are disagreementsabout the value of a target corporation, the parties may decide to make a portion of the merger consideration contingent on the outcome of pr...
Film Research Expenses Not Deductible
December 15, 2020 - Volume 14 Issue 241 Print Report
Petitioner, (P), is an attorney. In 2006, P began researching American history for the purpose ofcreating an American history film series. The film series was i...
JNJ's "Insurance Premium Tax" Refund Upheld
December 15, 2020 - Bulletin Print Report
Johnson & Johnson, ("JNJ"), is insured through MA, which is wholly owned and which provides insurance exclusively to JNJ. MA is a so-called "captive insurer....
"Tax Insurance" Premiums Are Not Deductible
December 15, 2020 - Bulletin Print Report
Can a partnership deduct the cost of premiums paid for an insurance policy that contemplates reimbursing the partners for an adjustment that reduces the tax benefits they are e...
Alexion and AstraZeneca To Join Forces
December 14, 2020 - Bulletin Print Report
Alexion Pharmaceuticals, Inc., ("API"), and AstraZenecaPLC, ("AZ"), have entered into a definitive agreement for "AZ to acquire API." The tr...
Real Property Tax Classification Is Controlling For "RPTT" Purposes
December 14, 2020 - Bulletin Print Report
The "Property" consists of a two-family house with a ten-car garage. From the time Y purchased the Property until its sale by the LLC for $1,080,000, the house and th...
LLC Debt Is Non-Recourse With Respect To Its Member
December 14, 2020 - Bulletin Print Report
D is the common parent of a business group that includes corporations and disregarded entities, (the "D Group"). The D Group is engaged in Business, which included&nb...
Damages For "Loss Of Consortium" Are Excluded From Gross Income
December 14, 2020 - Bulletin Print Report
Years before the Taxable Year, H was struck by an automobile while riding his bicycle, (the "collision"). H suffered severe and permanent injuries to his body, includ...
Minority Interest Is Part Of Controlling Interest
December 14, 2020 - Volume 14 Issue 240 Print Report
A owned 600 shares of the common stock of X corporation, (X). The 600 shares represented 60 percent of the outstanding stock of X. &...
Clothing Rentals Not Subject To Sales Tax
December 11, 2020 - Bulletin Print Report
Petitioner operates a clothing rental business in New York State. Rental subscriptions are set up on a monthly basis, with the monthly charge based exclusively upon the number...
GAAP Informs The Scope Of Perrigo's Privilege Waiver
December 11, 2020 - Bulletin Print Report
PerrigoCo., PLC, ("P"), is facing an unusual number of tax "headwinds." It is fighting tax deficiency assessments on two continents, both in Ireland a...
When Does The "Testing Period" Begin?
December 11, 2020 - Volume 14 Issue 239 Print Report
TP began incurring losses and generated a net operating loss (NOL) carryover in its taxable year ending Year 1. On Date 1, TP...
Dog Storage Charges Are Subject To Sales Tax
December 10, 2020 - Bulletin Print Report
Petitioner, ("P"), provides "safe and secure climate-controlled doghouses, ('units'), at varying locations throughout Brooklyn for dog owners to store th...
Taxpayer Converts Capital Gain Into Capital Loss
December 10, 2020 - Bulletin Print Report
In 2002, Appellant, ("APP"), while a Canadian citizen and resident, co-founded Westwind Capital Corporation, ("W"), an international investment bank headqua...
Change In Accounting Practice Not Change In Accounting Method
December 10, 2020 - Volume 14 Issue 238 Print Report
T pays commissions to its employees. Currently, T is deducting these commissions twice for federal income tax purposes. First, T deducts the amount of the commissions at the ti...
"Voting Stock" And "Stock" Are Not Interchangeable
December 10, 2020 - Bulletin Print Report
The "Corporation" held title to two pieces of real property, (the "Property"), in Los Angeles. All of the Corporation's voting stock was issued to the &...
The (Capital Gain) Rates, They Are a-Changin'
December 9, 2020 - Bulletin Print Report
It turns out that one of the biggest financial news stories of the year, at least based on the volume of coverage it received, was the great Bob Dylan's decision to sell hi...
Convertible Notes Not "Stock" For Purposes of Sec. 382
December 9, 2020 - Volume 14 Issue 237 Print Report
C is the common parent of an affiliated group that files a consolidated tax return (C Group). C has one class of stock outstanding---publicly traded common stock....
Credible Testimony Establishes Material Participation
December 9, 2020 - Bulletin Print Report
P practices medicine through his wholly owned C corporation, IC. P would typically work at IC for approximately three 8-hour workdays and two 4-hour workdays, Monday through Fr...
"Reckless" Taxpayer Found To Have Acted "Willfully" In FBAR Matters
December 9, 2020 - Bulletin Print Report
This case deals with the relatively arcane topic of tax litigation, arising out of a taxpayer being assessed a penalty for failure to file an I.R.S. form, commonly referred to...
The I.R.S. Finds a 'G' Reorganization
December 8, 2020 - Volume 14 Issue 236 Print Report
T is a consumer finance company. T has common and preferred stock outstanding. ACQ is a financial institution as defined in Sec. 581 of the Internal Revenue Code. It has one cl...
Disposing Of Waddell & Reed's "Unwanted" Assets
December 8, 2020 - Bulletin Print Report
Macquarie Management Holdings, Inc., ("MMI"), the asset management division of Macquarie Holdings Pty Ltd.,and Waddell & Reed Financial, Inc., ("WDR&qu...
"FBAR" Articles Found To Be Admissible Evidence
December 8, 2020 - Bulletin Print Report
This case raises a single issue: whether B's failure to file a Form TD F 90-22.1, ("FBAR"), disclosing his offshore UBS bank account was willful. A finding of wil...
WORK's Net Operating Losses Should Be Of Value To CRM
December 7, 2020 - Bulletin Print Report
Last week, salesforce.com, inc., ("CRM"), and Slack Technologies, Inc., ("WORK"), announced that they had entered intoa definitive agreement for CRM t...
Restitution Order Measures Theft Loss
December 7, 2020 - Bulletin Print Report
Plaintiff, ("P"), owned and operated a "factoring" business during 2015. P became the unwitting victim of fraud during 2015 when an individual diverted paym...
Beneficial Ownership Counts For Purposes Of Sec. 1504
December 7, 2020 - Bulletin Print Report
Parent wholly owns Sub; and Sub owns all of the interests in Management Co., ("MC"). MC is a State Y limited liability company.Parent is the common parent of an...
Annuity Exempt From Creditors' Claims
December 7, 2020 - Volume 14 Issue 235 Print Report
Debtor, (D), filed a Chapter 7 bankruptcy case on June 6, 2012. D claimed the Annuity as exempt under 11 U.S.C. Sec. 522(b)(3)(C), and the Trustee (T) objected to the claimed e...
AMC's Stock Issuance Should Not Give Rise To An Ownership Change
December 4, 2020 - Bulletin Print Report
AMC Entertainment Holdings, Inc., ("AMC"), as much any company has seen its business ravaged by the pandemic. AMC, not surprisingly, is a "loss corporation."...
Reinstated Employee Not Entitled To Tax "Gross-Up"
December 4, 2020 - Bulletin Print Report
In April 2009, the Department hired G in the position of Pharmacy Services Chief II. On September 14, 2012, the Department discharged G based on her "insubordination and r...
Valuing Minority Interests
December 4, 2020 - Volume 14 Issue 234 Print Report
Prior to decedent's death in 1991, the decedent and his son owned 100 percent of the stock in a corporation. The decedent owned 48.59 percent of the stock and the...
Delivery of Note Is Not A "Payment"
December 3, 2020 - Volume 14 Issue 233 Print Report
Petitioner, (P), owned 66.67% of T. On April 8, 1982,T entered into an agreement with C to purchase equipment for $4.825 million. C financed the sale of the equ...
"Contractors" Are Subject To Sales Tax
December 3, 2020 - Bulletin Print Report
APP is Missouri funeral home that, as part of its service, sells burial container/vaults, ("Vs"), to its customers. When the customer purchases a V from APP, APP orde...
Non-Resident 'S' Corporation Taxed On Massachusetts Capital Gains
December 3, 2020 - Bulletin Print Report
Prior to October 31, 2011, APP was a subchapter S corporation organized under the laws of Illinois and headquartered in Illinois. APP was the sole shareholder of VAS USA, an Il...
CRM And WORK Have Agreed To A "Two-Step" 'A' Reorganization
December 2, 2020 - Bulletin Print Report
Slack Technologies, Inc., ("WORK"), and salesforce.com, inc., ("CRM"), have entered into a definitive agreement pursuant towhich CRM will acquire WORK...
Directly Used Or Consumed In The Production Of Natural Resources
December 2, 2020 - Bulletin Print Report
AR Corporation, ("A"), is engaged in the exploration, development and acquisition of natural gas and oil from properties located in the Appalachian Basin. A has been...
Transferring Minority Interests To Family Members
December 2, 2020 - Volume 14 Issue 232 Print Report
P owned all of the single class of outstanding stock of Xcorporation (X). P transferred all of P's shares by making simultaneous gifts of 20 percent of the...
Cell Towers Found To Be Improvements To Real Property
December 2, 2020 - Bulletin Print Report
Petitioner, ("P"), is a communication construction company. P primarily provides antenna, line, and microwave installations on raw land and existing sites throughout...
SPGI Will Annex INFO
December 1, 2020 - Bulletin Print Report
S&P Global, Inc., ("SPGI"), and IHS MarkitLtd., ("INFO"), a "Bermuda exempted company limited by shares," announced they have entered in...
Trading Activity Not "Substantial"
December 1, 2020 - Volume 14 Issue 231 Print Report
During 2005 and 2006, petitioner executed certain trades of certain securities on an investment account that she maintained at TDA ("petitioner's investment...
Amended Statute Of Limitations Could Not Be Given Retroactive Effect
December 1, 2020 - Bulletin Print Report
Claimant pays sales tax to the Oklahoma Tax Commission, ("OTC"), each and every month. Due to an error in computation, Claimant made "significant overpayments of...
Mortgage Lender Not Doing Business In Tennessee
December 1, 2020 - Bulletin Print Report
The Fund is organized as a limited partnership formed and domiciled outside the U.S. The Fund's only business activity is owning mortgages and receiving payments on those m...
LORL Shareholders Can Elect Different Forms Of Merger Consideration
November 30, 2020 - Bulletin Print Report
Loral Space & Communications, Inc., ("LORL"), owns a 62.7 percent economic interest, and a 32.6 percent voting interest, in Telesat Canada, ("TC"). The...
Tax Felons Cannot Possess Firearms
November 30, 2020 - Bulletin Print Report
F pled guilty in 2011 to a federal felony: willfully making a materially false statement on her tax returns. F's conviction left her subject to 18 U.S.C. section 922(g)(1),...
House Was Used As A Residence
November 30, 2020 - Bulletin Print Report
Plaintiff, ("P"), owns two houses: one in G, where he lives, and the other on TR in S, (the "TR property").The TR property is 19.7 acres with a house,...
Blocks of Stock Aggregated For Purposes of Sec. 2031
November 30, 2020 - Volume 14 Issue 230 Print Report
In 1962, the decedent created a trust and transferred a block of stock of C, along with other property, to the trust. The decedent retained the power to alter the ben...
Coca-Cola Failed To Charge "Arm's-Length" Royalties To Affiliates
November 27, 2020 - Bulletin Print Report
The Internal Revenue Service, ("I.R.S."), in connection with its examination of The Coca-Cola Company's, ("KO"), tax returns for 2007-2009, made adjustm...
Theater Owner's Customers "Bore" Disputed Sales Tax
November 27, 2020 - Bulletin Print Report
Petitioner, ("P"), owns and operates several movie theaters in Michigan and sells food and beverage items at concession stands. Respondent argues that the Michigan Ta...
No Deduction For Payment of Another Taxpayer's Debt
November 27, 2020 - Volume 14 Issue 229 Print Report
In 1978, DH, an engineer, and his colleague, DS, formed an engineering consulting company called MTI. In 2000, MTI began to p...
Distributions From Madoff Securities Were Not Income
November 25, 2020 - Bulletin Print Report
In 2001, petitioners, ("Ps") received distributions from Madoff Securities, ("MS"). MS later filed bankruptcy after the discovery of the now-infamous Madoff...
Sec. 1031 Only Applies To Exchanges Of Certain "Real Property"
November 25, 2020 - Bulletin Print Report
Sec. 1031(a)(1) of the Internal RevenueCode provides: No gain or loss shall be recognized on the exchange of real property held for productive use in a...
PNC Will Not Obtain A Basis Step-Up For Its Acquisition Of BBVA
November 25, 2020 - Bulletin Print Report
PNC Financial Services Group, Inc., ("PNC"), and Banco Bilbao Vizcaya Argentaria, S.A., ("S"), recently announced that they have signed a definitive agreeme...
Easements Constitute An "Interest In Real Property"
November 25, 2020 - Volume 14 Issue 228 Print Report
Through a series of corporate transactions, the plaintiffs came into ownership of two natural gas pipelines within the State of New York, together with the easeme...
Unwanted Assets In A Sec. 338(h)(10) Transaction
November 24, 2020 - Volume 14 Issue 227 Print Report
S, a corporation incorporated in Delaware, owns 100 percent of the stock of T, a New York corporation. S is a taxpayer under Article 9-A of the Tax Law of New York.
Payments To Home Buyers Are Purchase Price Adjustments
November 24, 2020 - Bulletin Print Report
TP is a corporation headquartered in State X. S, wholly owned by TP,is a real estate brokerage company in State Y. S provides online platforms where potential buyers may...
Willfulness Is Not A Consideration In PFIC Cases
November 24, 2020 - Bulletin Print Report
S immigrated to the United States from Canada in the mid-'90s. He became a naturalized U.S. citizen "during 2005-2007." Beginning in 2007 and continuing for sever...
Purchases Of Rock Salt Subject To Sales Tax
November 24, 2020 - Bulletin Print Report
P is a property services provider for primarily commercial, medical, and industrial clients. P performs snow and ice management for businesses in the Glen Falls, New York, area...
Income From Leasing Signs Not Excluded From Rents From Real Property
November 23, 2020 - Bulletin Print Report
TP is a real estate investment trust, ("REIT"). Through partnerships, TP owns real property, including buildings, located at Address A and Address B. Affixed to the e...
Retained Stock Distributed On A Tax-Free Basis
November 23, 2020 - Bulletin Print Report
D, a publicly traded corporation, is the parent of a worldwide group, (the "D Group"). Before the Proposed Transaction, D directly will own DRE 1, 2, 3, 4, Sub 1, 2,...
Qurate Retail's Special Dividend Appears To Be "Extraordinary"
November 23, 2020 - Bulletin Print Report
Qurate Retail, Inc., ("Q"), a Liberty company, announced that its Board of Directors declared a "special cash dividend" in the amount of $1.50 per common sh...
Periodic Redemption Plan Exempted From Sec. 305(b)(2)
November 23, 2020 - Volume 14 Issue 226 Print Report
X Corporation, (X), wished to acquire all of the stock of Y Corporation, (Y). X and Y were unrelated except that shareholders of X owning 10 percent of its stock owne...
West Fraser Timber Ltd. To Acquire Norbord, Inc.
November 20, 2020 - Bulletin Print Report
West Fraser Timber Co. Ltd., (WFT), and Norbord, Inc., (OSB), each a Canadian corporation,announced that they have entered into a "strategic business combination&quo...
The Willens Deal Survey November 2020
November 20, 2020 - The Deal Survey: November 2020 Print Report
Welcome to our summary of deals for November 2020. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database....
The Mandatory Repatriation Tax Is Constitutionally Valid
November 20, 2020 - Bulletin Print Report
The Tax Cuts and Jobs Act, ("TCJA"), broadened the types of controlled foreign corporation, ("CFC"), income subject to subpart F. The TCJA also enacted a on...
Exercise of Warrants Is A Prohibited Transaction
November 20, 2020 - Volume 14 Issue 225 Print Report
The Plan is a defined benefit plan. As of December 31, 1976, the Plan held 97,000 shares of Employer (E) common stock. In July, 1976, E offered to holders of its comm...
Liberty Broadband To Issue Exchangeable Debentures
November 19, 2020 - Bulletin Print Report
Once Liberty Broadband, ("LB"),and GCI Liberty complete their recently announced business combination, the former will be the owner of approximately 26 percent...
Reasonable Expectation Of Repayment Precludes Deduction Of Expenses
November 19, 2020 - Bulletin Print Report
1. During the period beginning on February 15, 2020, and ending on December 31, 2020, ("covered period"), A paid expenses that are described in Sec. 161 of the Code a...
Defective Liquidation Crystallizes Worthless Stock Deduction
November 19, 2020 - Volume 14 Issue 224 Print Report
TP is the domestic parent of an affiliated group that joins in the filing of a consolidated return. TP is wholly owned by Vivendi. H is directly owned by TP, except t...
When Does A Lease Commence?
November 19, 2020 - Bulletin Print Report
Petitioner signed a commercial space lease for property, (the "Premises"), located in lower Manhattan. The Premises are located in an area that has been granted certa...
Presence Of Swimming Pool Does Not Exempt Gym From Sales Tax
November 18, 2020 - Bulletin Print Report
Petitioner, ("P"), operates a national health and wellness business. P has one New York City facility and anticipates opening additional New York City locations. P...
Latest SPAC Transaction Structured As A "Global" Sec. 351 Exchange
November 18, 2020 - Bulletin Print Report
In the latest installmentof the "SPAC Chronicles,"Roth CH Acquisition I Co., ("ROCH"), and PureCycleTechnologies LLC, ("PCT"), a...
Transfer of Encumbered Property To Partnership Not a Disguised Sale
November 18, 2020 - Volume 14 Issue 223 Print Report
On "x," T entered into an agreement with S to purchase real estate. Approximately 75 percent of the purchase price will be borrowed by T from an unrelated l...
Aggregation Of Non-Operating Mineral Interests Permitted
November 18, 2020 - Bulletin Print Report
TP is a subsidiary of HC. TP owns A, a disregarded entity. B is a wholly-owned subsidiary of TP. HC is wholly-owned by C. C is an international mineral resource and investment...
Only Installation Sales Tax On Solar Equipment Is Refundable
November 17, 2020 - Bulletin Print Report
TP filed an Application for Sales Tax Refund on Purchases and Installation of Qualified Renewable Energy Equipment," ("Application"), on November 9, 2017. On Dec...
"Earn-Outs" A Staple Of "SPAC" Transactions
November 17, 2020 - Bulletin Print Report
The most recent "SPAC" acquisition, like the vast majorityof its predecessors, is structured to qualify as a tax-free reorganization; and features the use of &q...
IRA Beneficiary Found To Engage In a Prohibited Transaction
November 17, 2020 - Volume 14 Issue 222 Print Report
By 2005, E had accumulated a substantial amount in his Sec. 401(k) account from his many years of service as an employee of AP. &nbs...
Aerospace Product Developer Not Entitled To Preferential Tax Rate
November 16, 2020 - Bulletin Print Report
TP is a Washington limited liability company that develops and sells aerospace products. TP does not engage in manufacturing activity. The majority of TP'...
Tax Imposed On Exported Oil Is Not Merely A User Fee
November 16, 2020 - Bulletin Print Report
T is an independent commodity trading and logistics house. As part of its business, T purchases and exports domestic crude oil from the United States by vessel and truck. From...
Casual Gambler Can Use The "Per Session" Method
November 16, 2020 - Bulletin Print Report
During 2019, TP, a resident of another state, visited a casino in Indiana and recreationally played the slot machines. TP had some wagering gains and some wagering losses. TP r...
Sec. 1248(b) Limitation Applied To 'S" Corporation Shareholder
November 16, 2020 - Volume 14 Issue 221 Print Report
A is an individual investor who owns "D%" of the stock of B, an 'S' corporation. B's sole asset is "E%" of the outstanding shares of C...
Taxpayer Never Abandoned Brooklyn Domicile
November 13, 2020 - Volume 14 Issue 220 Print Report
Petitioner, TV, filed Form IT-203 for each of 2004-2006 as a non-resident of New York, with a filing status of head of household. &n...
Jaws Acquisition Corporation Chooses An "Up-C" Structure
November 13, 2020 - Bulletin Print Report
Jaws Acquisition Corporation, ("J"), a special purpose acquisition company, ("SPAC"), and a Cayman Islands exempted company, and Cano Health LLC, (&qu...
Taxpayer Did Not Act As Agent For IRA Fiduciary
November 13, 2020 - Bulletin Print Report
During 2012 and 2013, Petitioner, ("P"), participated in a SEP-IRA, the custodian of which was J.P. Morgan Chase Bank, N.A., ("C"). On two occasions in 2012...
Mitten Clips Are Not Clothing
November 13, 2020 - Bulletin Print Report
Petitioner sells mitten clips. Petitioner states that the mitten clips are used to attach the gloves or mittens of infants and toddlers to their coats so they will not lose the...
Redemption Of Partnership Interests Differs From Redemption Of Stock
November 12, 2020 - Bulletin Print Report
While corporate self-tender offers are hardly unusual, the same cannot be said for tender offers mounted by publicly traded partnerships, commonly known as MLPs. Such a tender...
Unsigned Notice Of Deficiency Is Valid
November 12, 2020 - Bulletin Print Report
In 2016, Petitioner had an individual retirement account, ("IRA"),with National Financial Services, LLC, ("NFS"), from which he received a distributio...
"QEZE" Claimant Failed To Increase Its Workforce
November 12, 2020 - Bulletin Print Report
The Empire Zones Program is an incentive program implemented by the New York State Legislature to encourage economic development in disadvantaged areas of the state. Petitioner...
An Item Is "Permanent" If Removal Would Cause "Functional" Damage
November 12, 2020 - Volume 14 Issue 219 Print Report
Petitioner, (P), owns an amusement park. P entered into a contract with CCI to design, engineer, and construct a roller coaster on its premises, known as the "Si...
Stock Owned By Trust Attributed To Present Beneficiaries
November 11, 2020 - Volume 14 Issue 218 Print Report
The Hs, a husband and wife, were the sole shareholders of A from the date it was incorporated until all ofits stock was transferred to the trustees of the trust...
Transfer Of "Excess" Assets To "QRP" Is Not A "Reversion"
November 11, 2020 - Bulletin Print Report
Taxpayer, ("TP"), is a publicly traded corporation. TP sponsors two plans qualifiedunder Sec. 401(a), Plan X and Plan Y. Plan X is a defined benefit pension pla...
Sales Commission Not Excluded From "Total Revenue"
November 11, 2020 - Bulletin Print Report
During the period at issue, Claimant, ("C"), provided audiovisual equipment and services to hotel customers. It contracted with the hotels to provide the equipment an...
Can "Boot" Gain Be Treated As A Dividend?
November 10, 2020 - Bulletin Print Report
BridgeBio Pharma, Inc., ("BB"), owns approximately 64 percent of the outstanding stock of Eidos Therapeutics, Inc., ("ET"). A definitive merger agreement wa...
"Specified Income Tax Payments" Not Subject To "SALT" Limitation
November 10, 2020 - Bulletin Print Report
Sec. 164(a) of the Internal Revenue Code generally allows a deduction for certain taxes for the taxable year within which paid or accrued, including: State and local, and forei...
Seller Of Wine Must Collect Sales Tax
November 10, 2020 - Volume 14 Issue 217 Print Report
Petitioner, (P), is incorporated under the laws of California. It is a retailer of bottled wine, which it sells through its website and on-line catalogs. P possesses...
Spin-Off Preceded By "Unifying" Brother/Sister Merger Passes Muster
November 10, 2020 - Bulletin Print Report
Shareholder One and Shareholder Two own all of the outstanding stock of Distributing in equal proportions. Distributing is a State A corporation and is the common parent of a g...
Dredging Company Not Engaged In The "Transportation Of Freight"
November 9, 2020 - Bulletin Print Report
M owns a fleet of heavy marine construction and dredging equipment that includes 60 specialized vessels and over 50 barges. M claimed that some of its vessels were exempt from...
I.R.S. Waives Attribution Rules
November 9, 2020 - Bulletin Print Report
FP owns all of the stock of FH, and directly and indirectly through its wholly owned foreign entities owns all the stock of US Sub 1. FH owns all of the stock of F Sub 1. F Sub...
Late Filing Penalty Could Not Be Abated
November 9, 2020 - Bulletin Print Report
Though April 15th is a statutorily fixed yearly deadline, the I.R.S. provides taxpayers with a mechanism by which to obtain an extension of the deadline to file their tax retur...
Charitable Contribution Recast
November 9, 2020 - Volume 14 Issue 216 Print Report
A corporation, (CORP), furnishes free lodging....to train crews that are away from home overnight. Free lodging is furnished either in bunkhouses owned and operated b...
Foreign Corporation Does Not Have A Substantial Nexus In Tennessee
November 6, 2020 - Bulletin Print Report
TP is a foreign entity that is classified as a corporation for federal income tax purposes. TP is registeredto do business in Tennessee, ("TN"). TP's busine...
How Ballot Measures With Tax Implications Fared On Election Day
November 6, 2020 - Bulletin Print Report
It is frequently the case that voters, in addition to electing individuals to serve in Congress, state legislatures, and of course the White House, are routinelyasked to...
Indebtedness Not "Secured Debt"
November 6, 2020 - Volume 14 Issue 215 Print Report
On October 31, 2001, petitioners purchased real property ("MRP") for $365,000. On January 1, 2003, petitioners signed a document described as a "mortga...
Pet Sitters Are Common Law Employees
November 5, 2020 - Bulletin Print Report
PS is a residential pet care operation offering services such as feeding, walking, entertainment, medication administration, and general household chores. PS advertises for pro...
Singer Changes His Domicile
November 5, 2020 - Volume 14 Issue 214 Print Report
TP was born and raised in Alabama. He graduated from Auburn University in 2006. He moved to Missouri in that year and began work as a professional singer. &...
Telenav, Inc. LBO Sets The Stage For A Sec. 338 Election
November 5, 2020 - Bulletin Print Report
We have written about how ownership changes experienced by loss corporations in the current environment of exceedingly low interest rates can wreak absolute havoc on the loss c...
Perrigo: Bruised But By No Means Beaten
November 4, 2020 - Bulletin Print Report
PerrigoCompany plc, ("PRGO"), received a Notice of Assessment from its friends at Irish Revenue in December 2018. The Notice assessed an Irish corporation...
Severing A Tenancy In Common Is Not A "Conveyance"
November 4, 2020 - Volume 14 Issue 213 Print Report
Owners owned the property in Manhattan (the "Property"). On March 26, 2006, Owners and Developer executed a contract (the "Contract") and deeds wh...
Merger Price Not Indicative Of "Fair Market Value" Of Stock
November 4, 2020 - Bulletin Print Report
The value of unlisted stock is best determined by considering actual sales at arm's length in the normal course of business within a reasonable time before or after the val...
Prosus N.V. To Purchase Naspers Ltd.'s Stock
November 4, 2020 - Bulletin Print Report
The board of directors of Prosus N.V., with a view towards closing the massive disparity (approximately $60 billion according to Bloomberg ) between Prosus N.V....
Accounting For Asset Retirement Costs
November 3, 2020 - Volume 14 Issue 212 Print Report
The assets of X, a telephone company, include telephone polls A and B. X placed A in service in 1979 on land it owned. X placed B in service in 1982 on land owned by...
"MAGI" Includes Retirement Plan Distributions
November 3, 2020 - Bulletin Print Report
Petitioners, ("Ps"), filed a joint federal income taxreturn for 2014. Ps reported their adjusted gross income, ("AGI"), as $122,948. They deducted a l...
Ambiguity In Credit Statute Resolved Against The Taxpayer
November 3, 2020 - Bulletin Print Report
Duke Energy Corporation, ("D"), is a utility company providing electrical power to South Carolina citizens and, as such, is allowed to claim certain investment tax cr...
Sale Of Environmental Credits Not A Unique Event
November 2, 2020 - Bulletin Print Report
American Honda Motors Co., Inc., ("AH"), distributes a fleet of vehicles designed to conserve natural resources and reduce pollution. The EPA and the NHTSAdevel...
Sec. 1603 Grant Dispute Must Proceed To Trial
November 2, 2020 - Bulletin Print Report
The Facility is a PV power plant located in Nevada. The Facility is designed to produce electricity through solar energy. Plaintiff, ("P"), was owned by NextEra Energ...
Dividend Waiver Revisited
November 2, 2020 - Volume 14 Issue 211 Print Report
Under a plan of merger between X corporation, (X), and Y corporation, (Y), Mr. C, the majority shareholder of X, surrendered his stock and received in exchange Class...
MRVL And IPHI Will Combine Using A "Double Dummy" Format
November 2, 2020 - Bulletin Print Report
Marvell Technology Group, Ltd., ("MRVL"), a Bermuda exempted company, and Inphi Corporation, ("IPHI"), announced a definitive agreement under which MRVL&nbs...
Foreign LLC With California Employee "Doing Business" Therein
October 30, 2020 - Bulletin Print Report
Appellant is a foreign limited liability company, ("LLC"), that is not registered to do business in California with the Secretary of State. It is classified as a part...
Compulsive Gambler Adequately Substantiated Gambling Losses
October 30, 2020 - Bulletin Print Report
P is a compulsive gambler. P acknowledges that his gambling has adversely affected his financial circumstances and his family life. P has been receiving treatment for his gambl...
ELY Will Acquire The Rest Of Topgolf
October 30, 2020 - Bulletin Print Report
Callaway Golf Company, ("ELY"), and Topgolf International, Inc., ("TGO"), a privately held corporation in which ELY owns a 14.3 percent stake, announced tha...
Taxpayer Not Engaged In Business In New York
October 30, 2020 - Volume 14 Issue 210 Print Report
Petitioner, (P), is a domestic corporation whose only facility is located in Stamford, Connecticut. P has 12 employees, all of whom work out of the Stamford facility....
DHIL's Special Dividend Should Not Be "Extraordinary"
October 29, 2020 - Bulletin Print Report
Diamond Hill Investment Group, Inc., ("DHIL"), has rewarded its shareholders with special dividends in past years. This year is no exception. The company announced th...
SPAC Forced To Surrender Its BVI Tax Status
October 29, 2020 - Bulletin Print Report
Alberton Acquisition Corporation, ("ALAC"), a British Virgin Island company, and a special purpose acquisition company, ("SPAC"). announced that it will be...
Location Of Family Confirms Change Of Domicile
October 29, 2020 - Bulletin Print Report
In 2007, F and his family moved to Oregon where he worked as a store manager at his employer's Eugene, Oregon location. On September 26, 2014, F was promoted to district ma...
Principal Method of Accounting Did Not Clearly Reflect Income
October 29, 2020 - Volume 14 Issue 209 Print Report
TP is primarily engaged in Business X, as was Subsidiary, (S). TP uses an accrual method as its overall method of accounting. S merged with and into TP in a transacti...
A Redemption Of "Straight" Preferred Should Always Be An "Exchange"
October 28, 2020 - Bulletin Print Report
SLM Corporation, ("SLM"), is offering to purchase, for cash, up to two million shares of its Floating Rate Non-Cumulative Preferred Stock, Series B, (the "Securi...
The I.R.S. Will Rule On Dividend Waivers
October 28, 2020 - Volume 14 Issue 208 Print Report
In Rev. Rul. 56-431, 1956-2 C.B. 171, a majority shareholder of a corporation whose relatives owned an additional 25 percent of the stock attempted to waive his right...
Fees To Access Instructional Videos Not Subject To Sales Tax
October 28, 2020 - Bulletin Print Report
P is an online learning company that helps people learn new skills on various topics. Such skills include business, software, technology, and creative skills. Through subscript...
Is The Husky Energy Acquisition A Reorganization?
October 27, 2020 - Bulletin Print Report
Cenovus Energy, Inc., ("CVE"), and Husky Energy, Inc., ("HSE"), each a Canadian corporation, announced a transaction to create "a new integrated Canadi...
Water Slide Is a Permanent Improvement
October 27, 2020 - Volume 14 Issue 207 Print Report
Petitioner (P) owns a water amusement park on real property that it leases. In 2008, P entered into a contract with a manufacturer for the design of a water slide and...
A "Reckless" Violation Is A "Willful" One In The Civil Context
October 27, 2020 - Bulletin Print Report
The Bank Secrecy Act of 1970 requires that U.S. citizens who maintainforeign bank accounts report the accounts to the government on an annual basis by filing a Report of...
Jeopardy Does Not Have "Minimum Contacts" With Louisiana
October 26, 2020 - Bulletin Print Report
Jeopardy, ("J"), is a part of the television division of Sony Entertainment Group, which oversees game shows such as "Jeopardy!" J's principal place of...
The "SRP" Is Not Afforded Priority Status
October 26, 2020 - Bulletin Print Report
The Hs commenced a chapter 13 bankruptcy case on August 31, 2017. The I.R.S. filed a proof of claim for unpaid taxes. A portion of the claim relates to the amount the I.R.S. co...
New York Throws Down The Gauntlet On Working From Home
October 26, 2020 - Bulletin Print Report
New York State issued, or more accuratelyreiterated, its views on the manner in which residents and non-residents are taxed in light of the COVID-19 pandemic. It did so i...
Abandonment Loss Not A "Business" Loss
October 26, 2020 - Volume 14 Issue 206 Print Report
From prior to 1950 through 1975, Petitioner, (P), was a practicing physician and surgeon. In 1964, P purchased a parcel of land for the purpose of constructing a rent...
CVRs Are Not Voting Stock
October 23, 2020 - Bulletin Print Report
Continuing a trend that shows no signs of slowing down, another special purpose acquisition company, or "SPAC," Acamar Partners Acquisition Corporation, ("Acamar...
Surviving Spouse Of Disabled Vet Not Entitled To Property Tax Exemption
October 23, 2020 - Bulletin Print Report
On July 29, 2019, Plaintiff, ("P"), filed a fully executed "Claim for Property Tax Exemption." As part of her application, she included proof of her marriag...
Royalty Income Is Not Business Income
October 23, 2020 - Volume 14 Issue 205 Print Report
A taxpayer is engaged in the business of farming. He also owns a royalty interest in one producing oil and gas lease. In the taxable year at issue, the taxpa...
Sale Of Advertising Services Subject To "Gross Receipts" Tax
October 23, 2020 - Bulletin Print Report
The business seeking a ruling owns "dividers" employed at grocery stores to separate customer orders on the conveyor belt in the checkout line. The business sells adv...
The Willens Deal Survey October 2020
October 22, 2020 - The Deal Survey: October 2020 Print Report
Welcome to our summary of deals for October 2020. Full reports on some of these transactions can be found via the link in the description, or by searching the company name in our database. <...
Pioneer Will Score A Basis Step-Up In A Tax-Free Reorganization
October 22, 2020 - Bulletin Print Report
Pioneer Natural Resources Co., ("PNR"), and Parsley Energy, Inc., ("PAR"), announced that they have entered into a definitive agreement in connection with w...
Finder's Fee Is Not Business Income
October 22, 2020 - Volume 14 Issue 204 Print Report
In 1972 and 1973, Petitioner, (P), was in the business of raising horses. In 1967, H was the chairman of W. That year, P heard H tell people that he might be interest...
Potential Tax Costs Of Debt Forgiveness Not Grounds For Discharge
October 22, 2020 - Bulletin Print Report
In 2002, D enrolled at TMC Law School. She was academically dismissed therefrom and never returned to law school. D paid for law school by taking out "Stafford Loans,"...
Taxpayers Denied "Safe Harbor" Theft Loss Deductions
October 22, 2020 - Bulletin Print Report
MG and WG are brothers who worked together in the mortgage business. On March 1, 1999, the brothers formed P, a federally chartered stock institution. The brothers owned P thro...
CIT's Net Operating Loss Will Be Of Little Use To FCNCA
October 21, 2020 - Bulletin Print Report
First Citizens BancShares, Inc., (FCNCA), and CIT Group, Inc., (CIT), recently announced that they have entered into a definitive agreement "under which the companies will...
"REAP" Credits Available To Successor Entity
October 21, 2020 - Bulletin Print Report
TP is an Illinois limited liability partnership that is registered as a foreign limited liability partnership with the New York Secretary of State's office. TP is currently...
Income Derived From Sale Of Paintings Is Not "IRD"
October 21, 2020 - Volume 14 Issue 203 Print Report
B died on "X." B, during his lifetime, was a professional artist. At the time of B's death, B owned a number of paintings that B had created. These pain...
How Can News Corporation Spin-Off Its Digital R.E. Segment?
October 20, 2020 - Bulletin Print Report
News Corporation, ("NC"),is engaged in several trades or businesses, one of which is referred to as its "Digital Real Estate Services" segment, (the &...
Characterizing An "FBAR" Penalty
October 20, 2020 - Bulletin Print Report
Plaintiff brings this action against CW in her capacity as Fiduciary of the Estate of LZ and against AW and DG who inherited LZ's beneficial interests in a foreign trust an...
Contributions To "Victim's Fund" Are Deductible In Year Made
October 20, 2020 - Volume 14 Issue 202 Print Report
C is a life insurance company that sells life insuranceand annuity products. I is a life insurance company domiciled in State X and, since Year 1, has been unde...
Non-Business Income Allocated To State Of Commercial Domicile
October 20, 2020 - Bulletin Print Report
In 2003, the FCC auctioned licenses granting the right to broadcast in the 700 MHz frequency of the electromagnetic spectrum in specific geographic areas. VNT purchased two FCC...
A Voluntary Sale Can Be An "Involuntary Conversion"
October 19, 2020 - Bulletin Print Report
TP provides wire line and wireless services to consumers. On Date B, Year 1, TP acquired all of the stock of Sub 1. Sub 1 owned Sub 2. Sub 2 owned L1, a single member limited l...
Chance Dominates The Outcome Of A "DFS" Transaction
October 19, 2020 - Bulletin Print Report
Daily fantasy sports, ("DFS"), are a type of fantasy sports game. A traditional fantasy sports league is comprised of participants that select players from profession...
Qualified Foreign Corporation
October 19, 2020 - Volume 14 Issue 201 Print Report
HC is a corporation organized under the laws of Cyprus. TP, a U.S. resident, owns a portion of the outstanding shares of HC. The remaining shares are owned by persons...
Contractor Exempt From Sales Tax On Glue Purchases
October 16, 2020 - Bulletin Print Report
Petitioner is a construction company that is about to obtaina contract to install ceramic tile at a terminal in John F. Kennedy International Airport, ("JFK")....
Accrued Production Costs Were Not "Incurred"
October 16, 2020 - Bulletin Print Report
T and L are each taxed as partnerships. The partnerships provide bulk-packaged tomato products to food processors and customer-branded finished products to the food service and...
Income In Respect of a Decedent
October 16, 2020 - Volume 14 Issue 200 Print Report
Decedent (D) sold common stock in 1977, and received the agreed upon payment before her death in 1978. D's estate was closed in 1979....
Missouri Is A "Strict Title State"
October 15, 2020 - Bulletin Print Report
1. The Ss, MAS and MS, are married and have been married at all relevant times. 2. The Ss file their taxes jointly and share equally in the burden of paying for their taxable p...
Lease Agreement Creates A Usufruct
October 15, 2020 - Bulletin Print Report
On August 23, 2006, J entered a 50-year lease agreement with the Commission which allowed for the construction and operation of a hotel on land owned by the Commission. The Boa...
Qualified Lending and Finance Business
October 15, 2020 - Volume 14 Issue 199 Print Report
Decedent (D) died on Date 1. At the time of his death, he owned shares of C1, a closely-held corporation organized in State 1 that had approximately "#1" fu...
Foreign Distributor Earnings Is From Performance of Personal Services
October 14, 2020 - Volume 14 Issue 198 Print Report
TP produces and sells products to U.S. and foreign distributors. A distributor's income is dependent on several criteria, including the amount of products the dis...
Option Does Not Create Equitable Ownership
October 14, 2020 - Bulletin Print Report
On September 1, 2016, SW entered into an Option Agreement with J that granted SW "the exclusive right and option...to acquire" certain real property...in exchange for...
Willful Violation Attracts Maximum "FBAR" Penalty
October 14, 2020 - Bulletin Print Report
In 1993, D began selling Swiss annuities. In 1998, D became concerned with asset protection when he was sued by an individual in the United States. To protect his substantial a...
Billboards May Be Considered In Valuing Real Property
October 13, 2020 - Bulletin Print Report
Taxpayers, ("TPs"), allowed the placement on their land of outdoor advertising signs and the signs' supporting structures, (the "billboards"). The Schoo...
Foreign Corporations Can Engage In An 'A' Reorganization
October 13, 2020 - Bulletin Print Report
HUYA, Inc., ("H"), and DouYu International Holdings Limited, ("DY"), announced that they have entered into an Agreement and Plan of Merger,
Indemnity Agreement Did Not Deprive Aggrieved Plaintiff Of "Standing"
October 13, 2020 - Bulletin Print Report
Sec. 1603 of the American Recovery and Reinvestment Act of 2009, (the "Recovery Act"), allows the Treasury to provide "Grants for Specified Energy Property In Li...
Tort Liabilities Deductible Only When Paid
October 13, 2020 - Volume 14 Issue 197 Print Report
TP has engaged in the oil and gas business and used the accrual method of accounting to report his income from such business....
Alliance Bernstein and Cedar Fair Enjoy A Unique Tax Status
October 12, 2020 - Bulletin Print Report
Partnerships are "pass-through" entities, meaning that they are not taxed, at the entity level, on their taxable income. Instead, such taxable income is "passed-...
Presence Of Office Did Not Preclude Residential "RPTT" Rate
October 12, 2020 - Bulletin Print Report
The taxpayer, ("TP"), is a limited liability company and the owner of record of the Property by deed dated XXX. X is the sole member of TP having originally purchased...
Alternative Apportionment Method Allowed By Illinois
October 12, 2020 - Volume 14 Issue 196 Print Report
C was in the business of manufacturing and renting industrial equipment as well as stamping automotive equipment. C owned three manufacturing plants in State 1 and on...
The Indiana "URT" Is Not A "Franchise" Tax
October 12, 2020 - Bulletin Print Report
During the relevant tax period, BS operated in Massachusetts, ("M"), and was subject to the M corporate excise tax. Through two of its affiliates, it also operated in...
Livongo Has No Earnings and Profits
October 9, 2020 - Bulletin Print Report
The Livongo Health, Inc. sa...
MS And EV Will Undertake A "Forward" Merger
October 9, 2020 - Bulletin Print Report
Morgan Stanley, ("MS"), and Eaton Vance Corporation, ("EV"), have entered into a definitive agreement under which "MS will acquire EV for an equity val...
Fines Found Deductible Under Sec. 162(a)
October 9, 2020 - Volume 14 Issue 195 Print Report
In 1984, Petitioner, (P), was a member of the Chicago Mercantile Exchange (CME). P conducted two separate trades or businesses as a member of the CME, acting as a &qu...
ArcelorMittal SA Will Repurchase Notes
October 9, 2020 - Bulletin Print Report
ArcelorMittal SA, ("AMS"), recently announced the launch of its tender offer, (the "Offer"), to purchase, for cash, "any and all" of its outstandi...
SPAC Deal Features Unusual "Earn-Out" Mechanism
October 9, 2020 - Bulletin Print Report
Momentus, Inc.,("MI"), a privately held entity, announced that it has signed a definitive merger agreement with Stable Road Acquisition Corporation, ("SRAC...
Sale of Stock Preceded Change of Domicile
October 8, 2020 - Volume 14 Issue 194 Print Report
In 2004, Petitioner, (P), filed a New York part-year resident income tax return identifying herself as a resident of New York from January 1, 2004 to March 31, 2004....
Grantor Trust And Grantor Are Separate "Persons"
October 8, 2020 - Bulletin Print Report
1. On January 2, 2004, the Cs purchased a 2004 Chevrolet, ("Chevy"). 2. On February 17, 2013, the Cs established, by written agreement, a joint revocable trust, (the...
"SPAC" Will "Domesticate" Prior To Acquisition
October 8, 2020 - Bulletin Print Report
Clover Health Investments Corporation, ("CHI"), is justthe latest in a long line of private companies"going public" via the SPAC "reverse m...
Conducting Business Through A Partnership