6154 Results

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...
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...
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 &...
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...
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...
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
October 7, 2020 - Volume 14 Issue 193 Print Report
LLC is classified as a partnership for tax purposes. For more than five years, LLC has owned several commercial office buildings that are leased to unrelated third pa...
Lease Termination Payments Not Subject To Commercial Rent Tax
October 7, 2020 - Bulletin Print Report
On December 19, 2019, TP and their landlord entered into a lease termination agreement for the premises, through a Third Lease Amendment, (the "agreement"). Under the...
Transfer Of A "USRPI" Secures Non-Recognition Treatment
October 7, 2020 - Bulletin Print Report
FPS is a Country X limited partnership that directly engages in Business A in Country X; and owns and manages a group of foreign and domestic affiliates that engage in Business...
Latest SPAC Deal Features Eclectic Mix Of Merger Consideration
October 6, 2020 - Bulletin Print Report
Hims, Inc., ("H"), will be "going public" by means of a business combination with Oaktree Acquisition Corporation, ("OAC"), a special purpose acqu...
When Is A Trade Or Business "Actively Conducted"
October 6, 2020 - Volume 14 Issue 192 Print Report
For many years, D has been engaged in Business A, serving both large and smaller clients. D has outstanding solely common stock, all of which is held by A, B, and C o...
Renunciation Of Homestead Credit Clinches Change Of Domicile
October 6, 2020 - Bulletin Print Report
Taxpayers, ("TPs"), are married individuals who own homes in each ofFlorida and Indiana. TPsfiled a joint 2019 IT-40PNR ("Non-Resident") Indiana...
Short-Term Rental Activity Found To Be Passive
October 5, 2020 - Bulletin Print Report
During the years in issue, 2014 and 2015, L owned a short-term rental property, ("SRp"), that is several hours from petitioners, ("Ps") home. L rented...
Identifying The "Servicer" Responsible For Making A Tax Payment
October 5, 2020 - Bulletin Print Report
In April 2005, H bought a single-family residential property in Alexandria, Virginia, with a mortgage from NYCB. Later, as a result of a decline in mortgage rates, H refinanced...
Sale Of Partnership Interest Not Subject To NYC "UBT"
October 5, 2020 - Bulletin Print Report
In 2015, D entered into negotiations with T for the construction and subsequent leasing of a commercial facility. D formed I in May 2016 and I purchased the land on which the f...
A Bike Sharing Program Is Not A "QTF"
October 5, 2020 - Volume 14 Issue 191 Print Report
Under Sec. 132(a)(5), employers that provide their employees with transportation benefits can exclude those benefits from their employees' gross incomes i...
Deferred Bonus Not A "Retirement Plan Or Arrangement"
October 2, 2020 - Bulletin Print Report
B employed A as a sales representative for approximately 33 years. A and his employer entered into an Employment Agreement on January 1, 2013, ("Original Agreement")....
Sec. 721 Or Sec. 741?
October 2, 2020 - Volume 14 Issue 190 Print Report
A, an individual, owns four units of P1, a limited partnership that provides janitorial services. In order to become a partner in a real estate limited partnership, A...
Receipts From Sale Of Contracts Not Subject To Ohio's "CAT"
October 2, 2020 - Bulletin Print Report
ADT provides security services to residential and commercial property owners throughout the country. ADT enters into alarm-services contracts with its customers and provides re...
Underpayment Interest Properly Assessed
October 1, 2020 - Bulletin Print Report
On April 13, 2020, the court issued an order granting the first Motion for Summary Judgment by the United States finding that the $26,252,741.22 disputed amount, (the "Dis...
"Used Primarily For Manufacturing Activities"
October 1, 2020 - Bulletin Print Report
Petitioner, ("P"), is the owner of property, (the "site" or "property"). P is a "business incubator" under the START-UP NY program autho...
Federal Excise Tax Not Subject To Pennsylvania Sales Tax
October 1, 2020 - Volume 14 Issue 189 Print Report
Pursuant to Sec. 4051 of the Internal Revenue Code, a Federal excise tax isimposed on the retail sale of automotive truck chassis' and automotive truck bodi...
Observations on LVGO's Pre-Merger Dividend
September 30, 2020 - Bulletin Print Report
While one can never be sure about earnings and profits, or the lack thereof, the retained earnings deficit at LVGO certainly is persuasive(albeit not conclusive)evid...
Distributing A Note In Partial Liquidation
September 30, 2020 - Volume 14 Issue 188 Print Report
C is a domestic corporation engaged in ongoing business activities. As of May 31, 1984, C had issued and outstanding "p" shares of common stock which were h...
WPX Energy Will Undergo An Ownership Change
September 30, 2020 - Bulletin Print Report
Devon Energy, ("DVN"), and WPX Energy, ("WPX"), announced that they have entered into an agreement to combine in an "all-stock merger of equals" t...
Trustee-To-Trustee Transfer Is Not A "Distribution"
September 30, 2020 - Bulletin Print Report
Decedent maintained two IRAs, IRA X and IRA Y. Decedent died on Date N, after his required beginning date, as defined in Sec. 401(a)(9). Decedent was unmarried at the time of h...
Berkshire Hathaway's Role In SSP's Transformational Acquisition
September 30, 2020 - Bulletin Print Report
The E.W. Scripps Company, ("SSP"), will be purchasing the stock of ION Media Networks, Inc., ("IMN") for a total of $2.65 billion. The market has endorsed t...
SBE To Acquire Electric Vehicle Charging Network
September 29, 2020 - Bulletin Print Report
The latest "SPAC" acquisition is very much "of the moment" since the private company that will be going public through the combination with the SPAC operate...
Financing Agreements Are Not "Other Securities"
September 29, 2020 - Volume 14 Issue 187 Print Report
Petitioner, (P), is a New York corporation that manufactures and sells office equipment and supplies and provides related services. It sells its goods and services ou...
Cable TV Provider Not Entitled To A "COGS" Deduction
September 29, 2020 - Bulletin Print Report
Petitioner, ("P"), offers broadband communications services for Texas residential and business customers. P's services include internet access and telecommunicati...
Texas Premium Tax Is Not Unconstitutional
September 29, 2020 - Bulletin Print Report
APP brokered insurance policies with various Texas warehouses to insure bales of cotton temporarily stored at their facilities. APP received premiums from the Texas warehouses...
Tax Reform Bonus Payment Ruled A Gift
September 25, 2020 - Bulletin Print Report
Plaintiffs, who are all former employees of Lowe's Home Centers, LLC, ("L"), assert that L violated the Fair Labor Standards Act, ("FLSA"). Plaintiffs&#...
The Willens Deal Survey September 2020
September 25, 2020 - The Deal Survey: September 2020 Print Report
Welcome to our summary of deals for September 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....
Withholding On Parent Stock Transferred To Subsidiary's Employees
September 25, 2020 - Volume 14 Issue 186 Print Report
Rev. Rul. 80-76, 1980-1 C.B. 15, holds that when a corporation's majority shareholder transfers stock in that corporation to an employee of such corporation's...
Record-Breaking SPAC Deal Structured As A JV
September 25, 2020 - Bulletin Print Report
United Wholesale Mortgage, a closely-held entity,and Gores Holdings IV, Inc., ("GHI"), a publicly traded and widely heldspecial purpose acquisition compan...
Liquidating Trust Maintains Its Status
September 24, 2020 - Volume 14 Issue 185 Print Report
D filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Title 11 of the United States Code)on Date 1. The Bankruptcy Court confirmed the plan on D...
Merger Results In Loss Of Tennessee NOLs
September 24, 2020 - Bulletin Print Report
The TP companies are affiliates with common ownership. The TP companies have elected Subchapter S status for federal income tax purposes. Some of the companies have substantial...
"UFI" Payments Are Currently Deductible
September 23, 2020 - Volume 14 Issue 184 Print Report
S provides electric service to a diverse group of retail, commercial, industrial, and public sector customers in the city and suburbs of City. S is subject to the reg...
Cooking Lessons Not Subject To New York Sales Tax
September 23, 2020 - Bulletin Print Report
Petitioner intends to teach private cooking and baking lessons in peoples' homes. Petitioner will offer her customers one of three services: One such service includes Petit...
I.R.S. Waives "PPP" Reporting Requirements
September 23, 2020 - Bulletin Print Report
Section 1102 of the "CARES" Act, Pub. L. No. 116-36, established the so-called "Paycheck Protection Program," ("PPP"). The PP...
Non-Profit Corporations Do Not Have Shareholders
September 23, 2020 - Bulletin Print Report
W was organized on May 8, 2012 as a non-stock, non-profit corporation under the Kentucky Non-Profit Corporation Act, ("Act"). The articles of incorporation state: &qu...
Liberty Latin America Ltd. Distributes "Bargain Rights"
September 22, 2020 - Bulletin Print Report
Liberty Latin America Ltd., ("LLA"), is an international provider of telecommunications services. LLA recently distributed subscription rights to the holders of its C...
Refurbishment Resulted In New Or Different Tractor
September 22, 2020 - Bulletin Print Report
SNL is wholly owned by SNI. SNI, through its subsidiaries, (collectively, "S"), has operated a truck load freight transport business since 1935. S uses truck tractors...
Converting Under a "Formless" Conversion Statute
September 22, 2020 - Volume 14 Issue 183 Print Report
On January 1, 2003, A is organized in State as an unincorporated entity that is classified as a partnership for federal tax purposes. &nbs...
An Amended Return Is Not An Original Return
September 21, 2020 - Bulletin Print Report
On October 3, 2016, Plaintiffs mailed their 2015 Oregon tax return to Defendant, and Defendant processed Plaintiffs' return on October 6, 2016. Plaintiffs did not select th...
Rent Received From A TRS Can Be Qualifying Income
September 21, 2020 - Bulletin Print Report
TP is a real estate investment trust, ("REIT"). TP invests primarily in real estate serving the health care industry. TP owns a portfolio of Facilities. Each Facility...
Does The Pandemic Permit A N.Y. Non-Resident To Apportion Wages?
September 21, 2020 - Bulletin Print Report
Tax Law Sec. 601(e) imposes a personal income tax on a New York non-resident individual's taxable income that is "derived from New York sources." The tax is equal...
Equitable Owner of Property Can Deduct Mortgage Interest
September 21, 2020 - Volume 14 Issue 182 Print Report
In 2003, Mr. M and Ms. Z transferred legal and equitable title to the ED property, for a five year period, to EHC, as trustee for the ED Trust, (EDT). According to th...
Eighth Amendment Does Not Apply To "FBAR" Penalties
September 18, 2020 - Bulletin Print Report
Defendant, ("D"), has been a citizen of the United Statessince 1988. D resided here during the 2007 calendar year. In 1999, D signed paperwork to open the "...
Dividends On REIT Stock Is "Good" REIT Income
September 18, 2020 - Volume 14 Issue 181 Print Report
TP, a State A corporation, is a publicly traded REIT. TP owns a diverse portfolio of Properties in Country A. TP's Country A operations are conducted through vari...
Property "Used In Manufacturing" Is Not Exempt From "PP" Tax
September 18, 2020 - Bulletin Print Report
MG is a company specializing in the procurement, aging, and distribution of cheese...with a full line of cheese and cheese-related products. MG was a "manufacturer" a...
Income From Storing Natural Gas Is Qualifying MLP Income
September 17, 2020 - Volume 14 Issue 180 Print Report
X is the common parent of a consolidated group. PRS is a limited partnership. PRS' general partner is Y, a member of X's consolidated group. &...
The Opioid Stewardship Payment Is A Tax
September 17, 2020 - Bulletin Print Report
New York appeals from judgments of the District Court invalidating the State's Opioid Stewardship Act, ("OSA"). Part of the OSArequires opioid manufacturers...
AIV Is Planning A "Reverse" (Taxable) Spin-Off
September 16, 2020 - Bulletin Print Report
Apartment Investment and Management Company, ("AIV"), has announced a plan to separate its business into two separate and distinct publicly traded companies, Apartmen...
Provider of Fractionation Fluids Has Qualifying MLP Income
September 16, 2020 - Volume 14 Issue 179 Print Report
X is a limited partnership. X intends to consummate an initial public offering (IPO). X expects to be treated as a publicly traded partnership (PTP or MLP). X provide...
Tax Benefits Permitted For "Non-Traditional" Medical Care
September 16, 2020 - Bulletin Print Report
Petitioner, ("P"), claimed $14,722 in medical expenses on his application for property tax reduction benefits. P explained that the amount represented the costs of &q...
IPOB Lands An Attractive Target
September 16, 2020 - Bulletin Print Report
In just the latest of what has become almost a daily occurrence, Opendoor Labs, Inc., ("OLI"), a privately-held corporation, has entered into a definitive business co...
Parking Revenue Constitutes Rents From Real Property
September 15, 2020 - Volume 14 Issue 178 Print Report
TP is a REIT. It operates its business through OP. OP is a State B limited partnership. TP, OP, and lower-tier entities wholly owned by OP, collectively, are referred...
Taxpayer Outside Of California For A "Temporary Or Transitory Purpose"
September 15, 2020 - Bulletin Print Report
In February 2013, H moved from California, ("C"),to Malaysia, ("M"), for the purpose of employment for S. The contract stated that the duration of emp...
Passive Investor Found To Be Doing Business In California
September 15, 2020 - Bulletin Print Report
APP is a limited liability company, (LLC), that is classified as a partnership for both federal and California income tax purposes. It is a "foreign" LLC formed in De...
Global Indemnity Ltd. Is Re-Domiciling
September 14, 2020 - Bulletin Print Report
Global Indemnity Ltd., ("GI Cayman), will be re-incorporating in the United States. It cites the 2017 tax law, (the "TCJA"), as a motivating factor in its decisi...
Yoga Classes Exempt From Sales Tax
September 14, 2020 - Bulletin Print Report
YS is a yoga instruction and fitness franchisor. YM is a YS franchisee. YM's customers will be charged a fee to participate in yoga classes. YM intends to offer classes tha...
Foreign Limited Partner Subject To New Jersey CBT
September 14, 2020 - Bulletin Print Report
Throughout the audit years, Pulte Group Inc.,("P"),was the "apex parent" at the top of the corporate hierarchy that owned approximately 200 subs...
"Loan Funding" Fees Do Not Constitute Interest
September 14, 2020 - Volume 14 Issue 177 Print Report
A real estate investment trust (REIT) invests in construction loans. Under an agreement between the trust and a borrower, the trust agreed to advance funds to the bor...
Notice Of Deficiency Issued After Expiration Of Limitations Period
September 11, 2020 - Bulletin Print Report
Petitioner, ("P"), e-filed the 2013 Form 1040 on October 15, 2014, (the "10/15 submission"). P e-signed Form 8879 to authorize BTL to file a return on his b...
CDs Are "Cash and Cash Items"
September 11, 2020 - Volume 14 Issue 176 Print Report
Sec. 851 and Sec. 856 prescribe certain requirements that an entity must meet to qualify as a regulated investment company (RIC) or as a real estate investment trust...
Fiat/Peugeot Merger Is Intended To Qualify As A Reorganization
September 11, 2020 - Bulletin Print Report
Late last year, Fiat Chrysler Automobiles N.V., ("FCA"), and Peugeot S.A., ("PSA"), entered into a "combination agreement" providing for the combi...
Taxpayer Not A "Qualified Individual"
September 10, 2020 - Bulletin Print Report
The appellants say that JH's work in Afghanistan, ("A"), in 2011-2012 qualified them for a foreign income tax exclusion under Sec. 911 of the Internal Revenue Cod...
Guaranteed Payments For Capital Not Part of a Sale
September 10, 2020 - Volume 14 Issue 175 Print Report
PRS is a limited partnership. PRS owns and operates the Property, which has a fair market value of approximately "a" and is subject to mortgage debt of &quo...
"Soft Drinks" Are Subject To Sales Tax
September 10, 2020 - Bulletin Print Report
Petitioner is a wholesale manufacturer of orgeat almond syrup, (the "product"). Petitioner sells the product online, as well as in grocery stores. The orgeat almond s...
Substantial Compliance With "Qualified Appraisal" Requirement Sufficient
September 10, 2020 - Bulletin Print Report
On December 9, 1999, E acquired 197 acres of real property in Westford, Massachusetts for $470,000. The property was purchased through GHE LLC and is referred to as the "G...
Certain Sales Of Beer Exempt From "ABT"
September 9, 2020 - Bulletin Print Report
Petitioner is a New York State manufacturer of beer with a manufacturing facility situated in New York City. Petitioner also sub-contracts some of its manufacturing to faciliti...
LUB Is Completely Liquidating
September 9, 2020 - Bulletin Print Report
Luby's, Inc., ("LUB"), announced that its board of directors, (the "Board"), "adopted and approved a plan of liquidation and dissolution, (the &quo...
Variable Interest Found To Be Qualifying REIT Income
September 9, 2020 - Volume 14 Issue 174 Print Report
In order to restructure J's debt, J proposes to form a trust, (X). X will offer its shares to investors, and with the proceeds of the sale of X's shares J wil...
Absence Of Revenue Does Not Preclude Finding Of "ATB"
September 9, 2020 - Bulletin Print Report
Parent, ("P"), is a publicly-traded State A corporation. P wholly-owns each of Sub 1, ACQ, and D2. D2 owns LLC1, a disregarded entity. LLC1 owns all of the stock of D...
Sec. 465 Is A Method Of Accounting
September 8, 2020 - Bulletin Print Report
For tax years 2009 and 2010, S was a member of several entities which were taxed as partnerships. One such entity was SSY. For tax year 2009, S received income from other partn...
Cleaning Equipment Not "Used Directly" In The Production Process
September 8, 2020 - Bulletin Print Report
S is a U.S. subsidiary of SI, a Canadian dairy company. S operates facilities at various locations in Wisconsin. S manufactures cheese. The only type of personal property at is...
Internet Access Provider "Offered" Screening Software
September 8, 2020 - Bulletin Print Report
In 1998, Congress enacted the Internet Tax Freedom Act, ("ITFA"), which prohibited State and local governments from imposing any taxes on Internet access. Congress ma...
Contribution to Capital vs. Exchange
September 8, 2020 - Volume 14 Issue 173 Print Report
Corporation C, (C), directly owns all of the stock of Corporation B, (B). The latter owns all of the stock of Corporation A, (A), which owns all of the stock of Corpo...
Livongo/Teledoc Proxy Materials Address Special Dividend
September 4, 2020 - Bulletin Print Report
Teledoc Health, Inc. ("T"), and Livongo Health, Inc. ("L"), have entered into a definitive agreement pursuant to which T will acquire all of the stock of L....
Post-Contribution Redemption Not Attributed To Donor
September 4, 2020 - Bulletin Print Report
PH was the C.F.O. and a shareholder of GCI, a privately held corporation. The GCI board of directors, (the "Board"), authorized shareholders to donate GCI shares to F...
Accountant's Settlement Payment Not Excluded From Gross Income
September 4, 2020 - Bulletin Print Report
Grant Thornton, ("GT"), recommended that M structure his consulting business as an 'S' corporation. GT also recommended that the 'S' corporation be wh...
Step Transaction Doctrine Produces a Reorganization
September 4, 2020 - Volume 14 Issue 172 Print Report
TP, an individual, and I, also an individual, each own 50 percent of the stock of T. TP arranged for Investors (Is) to form a corporation, ACQ, on TP's behalf, fo...
Skillz Will "Go Public" Via "SPAC" Merger
September 3, 2020 - Bulletin Print Report
Skillz, Inc., ("S"), a leading, closely-held, mobile games platform, and Flying Eagle Acquisition Corporation, ("FEAC"), a publicly traded special purpose a...
Prearranged Series Of Transactions Lacked Economic Substance
September 3, 2020 - Bulletin Print Report
Petitioners, ("Ps"), organized D LLC, TSC, an 'S' corporation, ILP, and DT. Ps each owned 50 percent of TSC. Each P held a one percent general partnership int...
Manufactured Homes Constitute "Real Estate Assets"
September 3, 2020 - Volume 14 Issue 171 Print Report
Company, (C), is in the business of purchasing, pooling, selling, and servicing conditional sales contracts for manufactured housing. C also originates manufactured h...
Processing Natural Resources Gives Rise To Qualifying MLP Income
September 2, 2020 - Volume 14 Issue 170 Print Report
X corporation, (X), intends to form a publicly traded partnership (PTP or MLP) within the meaning of Sec. 7704(b) of the Internal Revenue Code....
A Right Of First Refusal Is Not An Option
September 2, 2020 - Bulletin Print Report
PS is a limited partnership organized under New York law to develop the Apartment Complex, ("AC"). Defendants SHF and SLP are Limited Partner and Special Limited Part...
I.R.S. Overlooks Failure To File Form 1122
September 2, 2020 - Bulletin Print Report
P owned Sub 1; Sub 1 owned Sub 2; and Sub 2 owned Sub 3. Sub 3 operates Business A. In Year, the following series of transactions occurred: (i) On Date 3, P was formed on behal...
Ligand Using "CVRs" To Compensate Pfenex Shareholders
September 1, 2020 - Bulletin Print Report
Ligand Pharmaceuticals, Inc., ("LPI"), recently unveiled the details of its agreement to acquire all of the outstandingstock of Pfenex, Inc., ("PFI"),...
Classifying Mixed-Use Property
September 1, 2020 - Volume 14 Issue 169 Print Report
In Date 1, TP purchased Property located at "D" for "$E", and placed the property in service during the taxable year ending Date 2. &nbs...
Convertible Virtual Currency Received For "Micro-tasks" Is Gross Income
September 1, 2020 - Bulletin Print Report
A variety of digital platforms now enable individuals or entities to "crowd source" jobs by using the Internet to outsource assignments to an undefined and often larg...
Cincinnati's Definition Of "Affiliated Group" Is Rejected
September 1, 2020 - Bulletin Print Report
Time Warner Cable, Inc., ("TWC"), amended its 2013 Cincinnati, ("C") income tax return in 2015. The Department of Finance, (the "Department"),&nbs...
Residential Property Not Converted To Business Use
August 31, 2020 - Bulletin Print Report
On July 20, 2005, Appellants, ("APPs"), purchased a residential property in Pleasanton, California, (the "property"), for $2,295,000. On May 17, 2012, APPs...
Minor Children Are Neither Qualifying Children Or Relatives Of Taxpayer
August 31, 2020 - Bulletin Print Report
DB is the mother of ADB and JNB. MB is not the biological or adoptive father of those children. In 2016, ADB was age seven and JNB was age 11. The children did not reside with...
Telecommunication Infrastructure Assets Are Real Property
August 31, 2020 - Bulletin Print Report
TP is a REIT. TP constructs and/or acquires telecommunication infrastructure assets, (the "Systems"), and then leases, licenses and/or otherwise grants the use of the...
Liquidating Sales Are Not "Prohibited Transactions"
August 31, 2020 - Volume 14 Issue 168 Print Report
TP is a REIT. TP primarily owns and leases residential real estate to third parties. LP, a State B limited partnership, owns a "Y%" interest in TP. <...
Replacement Property Not Timely Identified
August 28, 2020 - Bulletin Print Report
On April 30, 2012, Appellant, ("APP"), entered into a deferred exchange agreement with ANIto facilitate a like-kind exchange of APP's property, (the "r...
Counsel Casts Doubt On Reorganization Status of Noble/Chevron Merger
August 28, 2020 - Bulletin Print Report
Chevron Corporation, ("C"), and Noble Energy, Inc., ("N"), have entered into a definitive agreement pursuant to which C will acquire all of the outstanding...
CFC Qualifies For "Manufacturing" Exception
August 28, 2020 - Volume 14 Issue 167 Print Report
TP is a leading global provider of General Products. TP owns FC, an entity formed under the laws of Country. FC owns Disregarded Entity 1 (DE1). DE1 owns DE2. FC, DE1...
Transfer Of Title To Disregarded Entity Exempt From "RETT"
August 27, 2020 - Bulletin Print Report
Petitioner proposes to transfer three parcels of real estate owned by petitioner personally to N LLC, a New Hampshire single member LLC, which is owned by H LLC, which is in tu...
Determining The True Value Of Comcast's Capital In Mississippi
August 27, 2020 - Bulletin Print Report
Comcast, ("C"), provides cable-network and related services in Mississippi, ("MS"), C holdsinvestments in more than 50 subsidiaries that, like C, are...
The Time Limit For Filing A Petition Is Jurisdictional
August 27, 2020 - Bulletin Print Report
Respondent, ("R"), mailed a notice of deficiency by certified mail to Petitioner, ("P"), on May 21, 2019. The notice was sent to both P's last know addr...
Decline In Value Does Not Give Rise To a Deductible Loss
August 27, 2020 - Volume 14 Issue 166 Print Report
From August, 1969 until November, 1973, petitioner (P) served as asenior vice-president and a director of GDC, a publicly held corporation. &nbs...
Construction Site Safety Services Are Subject To Sales Tax
August 26, 2020 - Bulletin Print Report
Petitioner is a company that is engaged by contractors to provide site safety managers, fire safety managers, and "emergency action watchmen" for work on construction...
Accounts Receivable Not Property Held For Investment
August 26, 2020 - Volume 14 Issue 165 Print Report
XY is a partnership. Prior to the formation of XY, the business was run through X, an 'S' corporation, and Y, a partnership. A, B, C, D, and E were the shareh...
"TOD" Status Is Not Ownership
August 26, 2020 - Bulletin Print Report
On October 24, 2011, SB purchased a 2007 Chevrolet, ("Chevy"). SB titled the Chevy as SB "TOD" (i.e., "transfer on death") TB. On January 5, 2016,...
Liberty Broadband To "Monetize" Part Of Charter Stake
August 25, 2020 - Bulletin Print Report
Recently, Liberty Broadband Corporation, ("LBB"), announced a transaction in connection with which it willacquire, in a "downstream merger," the asset...
The BPOL Is A Tax On Internet Access
August 25, 2020 - Bulletin Print Report
This is an appeal from a ruling by the Tax Commissioner. C initially sought a determination from the City, challenging a portion of the City's BPOLassessment on the b...
TRS Effects "Internal" Spin-Off
August 25, 2020 - Volume 14 Issue 164 Print Report
P is a real estate investment trust (REIT). P's stock is bothpublicly-traded and widely held. P owns all of the membership interests in LLC1, a disregarded...
Spouses Can Have Separate Domiciles
August 24, 2020 - Bulletin Print Report
S and M were married in 1971. M and S each retired in 2012. LZ, their daughter, was born in 1982. In 1985, LZ was seriously injured in a sledding accident. LZ suffers from seve...
System Located On Cornell's Land Not Tax-Exempt
August 24, 2020 - Bulletin Print Report
Petitioner, ("P"), is challenging tax assessments on a solar photovoltaic electrical system ("system") that is located on its land. P has entered into an ag...
Reimbursement of Expenditures Escapes "Disguised Sale" Rule
August 24, 2020 - Volume 14 Issue 163 Print Report
C is a REIT. C proposes to sponsor the formation of a new partnership that would own and operate real estate properties for long-term investment. C plans to contribut...
Installation Services Merely Incidental To Sale Of Personal Property
August 21, 2020 - Bulletin Print Report
B is a retailer of consumer electronics and appliances. B also sometimes installs appliances in the purchasers' homes. When a customer purchases an appliance, the customer...
Nonresident Alien Not Engaged In a U.S. Trade or Business
August 21, 2020 - Volume 14 Issue 162 Print Report
The taxpayer, a nonresident alien individual, owned real property situated in the U.S. that was subject to long-term leases, referred to as "net leases."
Improper Double Taxation Not Found
August 21, 2020 - Bulletin Print Report
D erects towers, builds lines and antennas, and installs roads and fences for wireless tower sites. D pays sales tax or use tax as a consumer when it purchases building materia...
The Willens Deal Survey August 2020
August 20, 2020 - The Deal Survey: August 2020 Print Report
Welcome to our summary of deals for August 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.
Boat Not A Place Of Amusement
August 20, 2020 - Bulletin Print Report
A is a Missouri corporation. G is A's sole shareholder. A engaged in the sale and rental of fly fishing equipment and supplies and took customers on guided fly fishing trip...
Air Conditioning Units Are Structural Components Of a Building
August 20, 2020 - Volume 14 Issue 161 Print Report
TP is the owner of a shopping center. It provides rooftop heating and air conditioning units to six of the center's store tenants. &nb...
Post-Violation Conduct Does Not Establish Reasonable Cause
August 20, 2020 - Bulletin Print Report
The Hs were married on November 22, 1992. They moved to Nebraska in 1996. In 2000, C accepted a position that required him to relocate to the United Kingdom, ("U.K.")...
Only Receipts From Enumerated Services Are Subject To Sales Tax
August 19, 2020 - Bulletin Print Report
Petitioner is a New York Federal Firearms Licensee, ("FFL"). Petitioner also is a New York sales tax vendor that sells firearms from its own inventory. A New York res...
The Go-To Structure For SPAC Acquisitions
August 19, 2020 - Bulletin Print Report
There have been a plethora of "SPAC" acquisitions, or at least announcements thereof, over the recent past. As we delve into the agreements with respect to these acqu...
Classifying The "Astro Needle"
August 19, 2020 - Volume 14 Issue 160 Print Report
BI was an electing small business corporation. In 1968, BI entered into a contract with Universal Design, Ltd. (U), whereby U undertook to construct, erect, and insta...
"Open To The Public"
August 19, 2020 - Bulletin Print Report
The taxpayer, ("TP"), operates a shooting range with seven outdoor firing ranges. When the facility first opened, Gintended it to be a private shooting range. H...
Sewage System Is A Structural Component
August 18, 2020 - Volume 14 Issue 159 Print Report
Petitioners owned a small shopping center. The shopping center consisted of two buildings. Prior to 1968, the sewage generated by the shopping center was handled by t...
Split-Up Satisfies Continuity Of Interest Requirement
August 18, 2020 - Bulletin Print Report
Distributing, ("D"), is an 'S' corporation which is engaged primarily in Business A. D has outstanding "A" shares of stock all of which are held by...
Gain From Sale Of Assets Classified As "Business Income"
August 18, 2020 - Bulletin Print Report
Y is an Arizona 'S' corporation. Its principal place of business and commercial domicile is in Arizona. RP was its sole shareholder. Y operated an internet-based busine...
Disney May Not Deduct Related Member Royalties
August 18, 2020 - Bulletin Print Report
P's operations are comprised of five business segments: Media Networks, Parks and Resorts, Studio Entertainment, Consumer Products, and Interactive Media. P is The Walt Dis...
Use Of Property Is Not "Rental Activity"
August 17, 2020 - Bulletin Print Report
For the 2007, 2008, and 2009 tax years, Appellants, ("APPs"), sought refunds on their federal income taxes based on losses incurred in connection with three vacation...
Motor Vehicles Were Purchased "At Retail"
August 17, 2020 - Bulletin Print Report
TP offers car rental services under the trade names "Enterprise Rent-A-Car," "Alamo Rent-A-Car," and "National Car Rental." TP buys vehicles for t...
Corporate Partner Found To Be "Doing Business" In New York City
August 17, 2020 - Bulletin Print Report
On April 8, 1953, MA, the predecessor to Petitioner, ("P"), incorporated in the State of New York. In 1954, MA joined with NCCto form a joint venture, M/N, to a...
Demise of the "Functional" Or "Equivalency" Test
August 17, 2020 - Volume 14 Issue 158 Print Report
Rev. Rul. 67-67, 1967-1 C.B. 6, holds that a floating dock that is attached by rings to fixed pilings driven into a harbor bottom is inherently permanent property
Senators Call For Revocation Of Rev. Rul. 73-201
August 14, 2020 - Bulletin Print Report
Advice has been requested whether certain expenditures made to prevent conception and childbirth or to terminate pregnancy are amounts paid for "medical care" as that...
The I.R.C. Supersedes State And Local Tax Rules
August 14, 2020 - Bulletin Print Report
On January 10, 2018, the court converted this case to a case under chapter 7 and appointed JP as the chapter 7 trustee, ("T"). T filed this Motion, requesting that th...
Relocatable Property Classified As Real Property
August 14, 2020 - Volume 14 Issue 157 Print Report
In 1975, the taxpayer purchased a number of relocatable classroom units that it then leased to the local school district. Eac...
Claim For Refund Not "Duly Filed"
August 13, 2020 - Bulletin Print Report
The Gs timely filed their original return for 2015 on or about April 15, 2016, which claimed a refund... In late 2018, CA timely filed the Gs' 2015 amended return (Form 104...
Depreciating Special Handling Devices
August 13, 2020 - Volume 14 Issue 156 Print Report
Taxpayer, (TP), is a State X corporation. TP is engagedprincipally in the production of food products for distribution in grocery, food service, restaurant and...
Literary Club Not An Educational Or Charitable Institution
August 13, 2020 - Bulletin Print Report
The Literary Club, ("Club"), is a private organization whose primary function, as described in its constitution, is to "provide a forum for its members to read o...
Uber Is Enjoined From Classifying Drivers As Independent Contractors
August 12, 2020 - Bulletin Print Report
On May 5, 2020, the Attorney General of California filed this action on behalf of the People of the State of California, (the "People"), seeking injunctive relief...a...
Management Activities Found To Be "Usual and Customary"
August 12, 2020 - Volume 14 Issue 155 Print Report
Company, (C), which intends to elect REIT status, contributed its leasing service company assets and cash to Operating Partnership, (OP), in exchange for units in OP....
Application Of "Series-Qualifier" Rule Denies Deduction
August 12, 2020 - Bulletin Print Report
In 1980, the Washington legislature enacted former RCW 82.04.4297, which created a B&O tax exemption for "amounts received from the United States" or "from t...
Third Point's Acquisition Of Sirius Feature Eclectic Mix Of Consideration
August 11, 2020 - Bulletin Print Report
One of the more complex deals we have encountered is the proposed acquisition by Third Point Reinsurance Ltd., ("TP"), of Sirius International Insurance Group, ("...
Taxpayers Cannot Challenge "EEFVTR" Data Or Methodology
August 11, 2020 - Bulletin Print Report
Petitioners, ("Ps"), were shareholders of PP, an 'S' corporation. PP was certified as a "QEZE" effective June 28, 2008. On or about December 1, 2002...
Distribution Not In Liquidation Of Partner's Interest
August 11, 2020 - Bulletin Print Report
In 2012, W owned a 2.24 percent interest in BS, a partnership. BS owned a 19.63 percent membership interest in H. In 2012, H was acquired by DV. Under the merger agreement, mem...
Taxpayer's Gain Was a Short-Term Capital Gain
August 11, 2020 - Volume 14 Issue 154 Print Report
Petitioner, ("P"), on June 19, 1945, purchased 50,000 bushels of rye, for his own account, on a grain futures contract. He sold it on December 19, 1945, rea...
Daily Fantasy Sports Entry Fees Are Taxable "Wagers"
August 10, 2020 - Bulletin Print Report
Traditionally, fantasy sports have been typically played among a group of people...over the course of a league's season. Around 2007, companies began offering a new form of...
GCI Liberty And Liberty Broadband Announce A "Downstream" Merger
August 10, 2020 - Bulletin Print Report
GCI Liberty, Inc., ("GCI"), a company that was split-off from Qurate, owns approximately 23.5 percent of the stock of Liberty Broadband Corporation, ("LBB")...
Exceptions To The "Disguised Sale" Rules
August 10, 2020 - Volume 14 Issue 153 Print Report
M is a corporation formed in State S. Two of M's major lines of business are B and C. The B business is conducted by D, an unincorporated division of M. The C bus...
Acquisition Of LVGO Features Special Dividend
August 7, 2020 - Bulletin Print Report
Teladoc Health, Inc., ("T"), and Livongo Health, Inc., ("L"), announced that they have entered into a definitive merger agreement, the objective of which is...
Rentals And Provision Of Services Are Separate Transactions
August 7, 2020 - Bulletin Print Report
Taxpayer, ("TP"), provides wedding and party entertainment services. TP provides disc jockeys, coordination services, visual packages, photo booths and other services...
Alternate Week Employee Does Not Pass "QEZE" Muster
August 7, 2020 - Bulletin Print Report
Petitioners, ("Ps"), filed Forms IT-203 for the years 2012-2016 on which they claimed the "QEZE" Real Property Tax Credit, ("RPTC"), allegedly ear...
Holding Period Of Stock Acquired Pursuant To An Option
August 7, 2020 - Volume 14 Issue 152 Print Report
On January 1, 1948, Petitioner, (P), together with his father and brother, formed a partnership by equal contributions of capital for the purpose of conducting a lumb...
The "True Object" Test Provides Exemption From Sales Tax
August 6, 2020 - Bulletin Print Report
Taxpayer operates a bowling alley in Virginia. One of the "products" offered by Taxpayer is a bowling package called "Cosmic Bowling," ("Package")...
Payments Made To Former Spouse Did Not Increase Basis
August 6, 2020 - Bulletin Print Report
S, in 1973, formed DCA, a partnership for Federal income tax purposes. On January 1, 2008, S assigned his 70 percent membership interest in DCA to SRM, an 'S' corporati...
Depreciating Furniture and Fixtures
August 6, 2020 - Volume 14 Issue 151 Print Report
Petitioner, (P), is engaged in the banking and financial services business. During 1987-1989, P placed in service furniture and fixtures at its facilities throughout...
Damages Not Excluded From Gross Income
August 6, 2020 - Bulletin Print Report
Between 2002 and 2013, H held dual appointments at the U.C.L.A. David GeffenSchool of Medicine as Associate Professor and as the attending surgeon at the West Los Angeles...
Likelihood of Repurchase Negates Loss From Prior Sale
August 5, 2020 - Volume 14 Issue 150 Print Report
HF, an experienced investment banker, established two trusts for his two sons and in 1969 the trusts had large capital gains from the sale of certain stock. To offset...
Unauthorized Insurance Company Exempt From MD Corporate Income Tax
August 5, 2020 - Bulletin Print Report
Leadville Insurance Company, ("L"), appealed the assessment of corporate income tax in the amount of $23,831,054.34...for the years 1996-2003. The Comptroller imposed...
E-Mails Constitute A Written Separation Agreement
August 5, 2020 - Bulletin Print Report
Petitioner, ("P"), and his former spouse, ("FS"), were married on June 11, 2009. They had one child during their marriage. They separated on November 4, 201...
Farm Optional Method Income Is Not "Earned Income"
August 5, 2020 - Bulletin Print Report
Petitioner, ("P"), an unmarried individual, age 57, filed her 2017 Wisconsin Homestead Credit tax claim on February 26, 2018. The Department of Revenue, (the "De...
7-Eleven To Acquire Speedway From MPC
August 4, 2020 - Bulletin Print Report
7-Eleven, Inc., ("7E"), announced that it has entered into an agreement to acquire Speedway, ("SP"),a leading convenience store chain, from Marathon P...
Not Essentially Equivalent to a Dividend
August 4, 2020 - Volume 14 Issue 149 Print Report
TP, his wife, son, and daughter, each owned 25 percent of the common stock of X Corporation, (X). TP owned all 1,000 shares of X's non-voting preferred stock. X r...
Dissolution And Entity Classification Election Is An 'F' Reorganization
August 4, 2020 - Bulletin Print Report
Taxpayer was incorporated in State A on Date 1. Taxpayer filed "Articles of Domestication" in State B on Date 2. Taxpayer was dissolved in State A on the &qu...
State Tax Credits Constitute "Property"
August 3, 2020 - Bulletin Print Report
TP purchased three Oregon Business Energy Tax Credit, ("BETC"), certificates over the course of several years, each time for a discounted purchase price that was 33 p...
Floating Docks Bounding Boat Slips Are Real Estate Assets
August 3, 2020 - Bulletin Print Report
TP is a real estate investment trust, ("REIT"). TP intends to acquire an interest in C. C is a partnership for federal income tax purposes. C owns and leases the &quo...
Property Used In the Trade or Business
August 3, 2020 - Volume 14 Issue 148 Print Report
In April, 1956, a manufacturing corporation entered into an agreement to purchase a parcel of land and certain buildings thereon for the specific purpose of using the...
EE Pays A "Stub Period" Dividend
July 31, 2020 - Bulletin Print Report
On July 29, 2020, pursuant to an Agreement and Plan of Merger that was entered into approximately 13 month earlier, Merger Sub, a newly-created, wholly owned subsidiary of Sun...
When Does Holding Period Begin To Accrue?
July 31, 2020 - Volume 14 Issue 147 Print Report
A small group of investors, "the Lessor," has leased a parcel of land to a corporate taxpayer, "the Lessee." Under the terms of the lease arrangem...
Replacement Cannot Precede Casualty Loss
July 31, 2020 - Bulletin Print Report
On July 26, 2019, JEGbought a 2018 Cadillac, (the "Cadillac"), for $38,897. JEG paid $2,432.34 in state and local sales taxes when she titled the Cadillac. On N...
Not All "Property" Is a Capital Asset
July 30, 2020 - Volume 14 Issue 146 Print Report
On Date 1, TP, a corporation, purchased contracts that provided life insurance on the lives of its employees. The contracts were individual whole life fixed premium c...
When Are "Straddle" Year Taxes Incurred?
July 30, 2020 - Bulletin Print Report
Prior to filing for bankruptcy, the Debtors had sold or otherwise disposed of substantially all of their material assets. On October 14, 2015, the Debtors filed a voluntary pet...
Storage Satisfies "Actual Use" Requirement
July 30, 2020 - Bulletin Print Report
Christian Mission, ("CM"), owned a building and an adjacent parking lot in Passaic, New Jersey. In 2009, CM purchased the property at issue here, a commercial warehou...
Material Participation In Rental Endeavor Not Found
July 29, 2020 - Bulletin Print Report
L's father died in 1989, leaving 96 acres of property to each of L and her brother, T, as tenants in common. The property consisted of 96 acres of farm land and a three-acr...
Relocation Incentive Payments Not Contributions To Capital
July 29, 2020 - Bulletin Print Report
In 1996, New Jersey, ("NJ"), created the "Incentive Program" to "grow NJ's economy..." For a company to be eligible for grants three condition...
Monsters Of The Midway No Match For Cook County's Amusement Tax
July 29, 2020 - Volume 14 Issue 145 Print Report
All of the home games played by the Chicago Bears of the National Football Leaguewere played at historic Soldier Field during the tax periods at issue. Soldier Field has...
Payment of a Taxpayer's Expenses Produces Gross Income
July 28, 2020 - Volume 14 Issue 144 Print Report
The taxpayer, an official of an organization, was involved in certain litigation which was of a personal nature but which "focused national attention" on th...
Exemption From Petroleum Business Tax Denied
July 28, 2020 - Bulletin Print Report
P is a New York not-for-profit corporation exempt from sales and use tax under Sec. 1116(a)(4). P's purposes are religious and charitable. P filed a claim for refund of tax...
A Corporation Is Separate From Its Members
July 28, 2020 - Bulletin Print Report
On September 29, 2015, Kansas City Contracting, Inc., ("KCC"), purchased a 2015 GMC truck, ("GMC"). On December 31, 2019, KCC sold the GMC for $42,400. On J...
CNX Will "Roll Up" CNXM
July 28, 2020 - Bulletin Print Report
CNX Resources Corporation, ("CNX"), and CNX Midstream Partners, L.P., ("CNXM"), announced that they have entered into a definitive merger agreement, (the &q...
"Readily Ascertainable" Tax Planning Strategies Are Not A "Trade Secret"
July 27, 2020 - Bulletin Print Report
TLS Management and Marketing Services, LLC, ("TLS"), was a tax planning and consulting firm based in Puerto Rico, ("PR"). TLS alleged that it generated two...
Surplus Foreclosure Sales Proceeds Belong To The Property Owner
July 27, 2020 - Bulletin Print Report
R purchased a rental property in Southfield, Michiganfor $60,000 on August 15, 2011, but failed to pay the 2011 taxes due on the property. This delinquency was never paid...
Retention Of Control Gives Rise To A Use Tax Liability
July 27, 2020 - Bulletin Print Report
Petitioner is an Indiana-based company that manufactures and markets orthopedic implants, such as prosthetic joints.It also provides its customers with medical instrument...
Conversion and Replacement Are Separate Transactions
July 27, 2020 - Volume 14 Issue 143 Print Report
P is a general partnership of five individuals. In 1969, P purchased a building for commercial use. Through depreciation and other adjustments and distributions, the...
"Purchase" Buy-Down Payments Not Subject To S.C. Sales Tax
July 24, 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...
Room Occupancy Excise Does Not Apply To "Room Comps"
July 24, 2020 - Bulletin Print Report
Company, ("C"), is licensed by the Massachusetts Gaming Commission to operate a gaming establishment in Massachusetts, ("M"). C owns and operates a hotel an...
Property Not Partnership Property
July 24, 2020 - Volume 14 Issue 142 Print Report
The taxpayer is a general partner of a firm which consists of both limited partnersand general partners. The limited partners are entitled to a fixed return on...
"Buy Down" Payment Included In Receipts Subject To NY Sales Tax
July 23, 2020 - Bulletin Print Report
Petitioner is a retail dealer of cigarettes and tobacco products with various locations throughout New York State. Some cigarette manufacturers provide cigarette retailers with...
eBay To (Partially) Exit The Classifieds Business
July 23, 2020 - Bulletin Print Report
eBay, Inc., ("EBAY"), and AdevintaASA, ("ADE"), announced that they have entered into a definitive agreement for EBAY to transfer its classifieds busi...
The Willens Deal Survey July 2020
July 23, 2020 - The Deal Survey: July 2020 Print Report
Welcome to our summary of deals for July2020. 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....
"Captive" Is An Insurance Company
July 23, 2020 - Volume 14 Issue 141 Print Report
W is an Ohio corporation actively engagedin the business of operating restaurants throughout the U.S., including Illinois. W is Wendy's International, Inc.<...
Grantor/Trustee And Trust Are Not The Same Person
July 22, 2020 - Bulletin Print Report
On June 28, 2019, JJG, an individual, purchased a 2008 Chevrolet Cobalt, ("Chevy"). JJG is a trustee and grantor of the Trust. On October 16, 2019, the Trust purchase...
Satisfying An Obligation With Property
July 22, 2020 - Volume 14 Issue 140 Print Report
Partnership, (PS), purchased property, (B), for $500x. A, a partner in PS, is entitled to a guaranteed payment under Sec. 707(c) of $800x. Subsequently, when the fair...
Say Yes To The Dress
July 22, 2020 - Bulletin Print Report
Petitioner owns and operates a bridal shop. A customer has two options when purchasing a wedding dress: (1) pay a 50 percent non-refundable down-payment on the purchase of a dr...
Partner Received A Distribution of Money
July 21, 2020 - Volume 14 Issue 139 Print Report
Partnership, (PS), owned a large parcel of "X" in State X. Taxpayer, (TP), held a total of "z%" interest in PS. Most of the partners, including TP...
Prior Payment Of Sales Tax Eliminates Necessity Of Paying Use Tax
July 21, 2020 - Bulletin Print Report
Taxpayer is a limited liability company. Taxpayer sells and installs industrial storage materials... The Department of Revenue, (the "Department"), issued an assessme...
Non-Willful FBAR Penalties Are On A "Per-Form" Not "Per-Account" Basis
July 21, 2020 - Bulletin Print Report
Congress enacted the Bank Secrecy Act, ("BSA"). Sec. 5314 provides that: "...the Secretary shall require a resident or citizen...to keep records, file reports......
Massachusetts Investor Must Adhere To The "Duty Of Consistency"
July 21, 2020 - Bulletin Print Report
In January 2006, P and his business partner formed H. P owned 75 percent of H. H was the sole member of SLLC, a disregarded entity. In February 2006, SLLC purchased a residenti...
Revisiting The Eldorado/Caesars Business Combination
July 20, 2020 - Bulletin Print Report
It appears that the last remaining obstacle to the acquisition of Caesars Entertainment Corporation, ("C"), by Eldorado Resorts, Inc., ("E"), has been surmo...
TRS Can Own (But Not Manage Or Operate) Health Care Facilities
July 20, 2020 - Bulletin Print Report
TP is a real estate investment trust, ("REIT"). TP owns a portfolio of senior housing and health care properties. F is a Region A limited partnership that owns "...
Real Property Not Used In A Trade Or Business
July 20, 2020 - Bulletin Print Report
In January 2000, petitioners, ("Ps"), purchased a 14,400 square-foot historic waterfront mansion and property in Newport, Rhode Island for $1.35 million with the inte...
Collection of Receivables Produces "RBIG"
July 20, 2020 - Volume 14 Issue 138 Print Report
Petitioner, (P), is an 'S' corporation engaged in providing medical services. P is a cash receipts and disbursementsmethod taxpayer, wholly owned...
Canceled Debt Was Not "QPRI"
July 17, 2020 - Bulletin Print Report
In 2006, W worked at SR as vice president of product and marketing. On December 13, 2006, W accepted KS's employment offer and in January 2007 she began working there. KS g...
Converted 'S' Corporation Avoids "RBIG"
July 17, 2020 - Volume 14 Issue 137 Print Report
Company, (C), owns, leases, and manages residential and commercial real estate. C reported its taxable income as a C corporation for all taxable years ending on or be...
Dell Confirms Potential For Spin-Off Of VMwawe
July 16, 2020 - Bulletin Print Report
Dell Technologies, Inc., ("DTI"), has now confirmed what was previously only rumored, i.e., that it is "exploring potential alternatives with respect to its owne...
Charging Station Operator Must Collect And Remit Sales Tax
July 16, 2020 - Bulletin Print Report
123 Company, ("123") owns and operates electric vehicle charging stations in South Carolina. Customers of 123 pay for electricity based on charging time, a "sess...
Diesel Fuel Not "Subject To" Fuel Taxes
July 16, 2020 - Bulletin Print Report
Arizona, ("AZ"), law imposes one of two distinct taxes on all diesel fuel sales--fuel tax or use tax--depending on how the diesel fuel is used. The law requires vendo...
License Fees Not Subject To "BIG" Tax
July 16, 2020 - Volume 14 Issue 136 Print Report
Company, ("CO"), a C corporation, owns "X" which it copyrighted. C also has the rights to other "X" which also has been copyrighted by a...
Apple Scores Unsurprising EC Tax Victory
July 15, 2020 - Bulletin Print Report
In 2016, the European Commission announced its decision that, as AAPL reports in its SEC filings, "Ireland granted (illegal) state aid to AAPL through the issuance of tax...
Expenses For Naturopathic Treatments Are "Medical" Expenses
July 15, 2020 - Bulletin Print Report
Petitioner claimed $13,572 in medical expenses. The Division removed therefrom$10,196 in "naturopathic" medical expenses. The Division denied the medical expens...
Estate Tax Imposed On "QTIP" Assets
July 15, 2020 - Bulletin Print Report
This case concerns whether the intangible assets in a "QTIP" trust which was created by the pre-deceasing spouse in New York, are subject to the Massachusetts, ("...
Depreciating Pipelines
July 15, 2020 - Volume 14 Issue 135 Print Report
Between 1988 and 1990, the plaintiffs constructed a steel pipeline network which linked S's gas fields to S's natural gas processing plant, (the "K facil...
Treatment Of NOLs Arising In Post-'17 Years
July 15, 2020 - Bulletin Print Report
Sec. 172 was amended by the "CARES" Act," (the "Act"). As amended, Sec. 172(a)(1) generally allows in the case of a taxable year beginning before Janua...
Gain From The Disposition of Property Is UBTI
July 14, 2020 - Volume 14 Issue 134 Print Report
M is an exempt hospital under Sec. 501(c)(3) of the Internal Revenue Code. During "u," M entered into a contract for the purchase of an undeveloped parcel o...
Installation Of Insulation Is An Exempt Capital Improvement
July 14, 2020 - Bulletin Print Report
Petitioner performs energy audits of existing homes and commercial buildings. It sometimes finds no insulation or insufficient insulation in attics or in basement rim or joist...
Tour Service Not Subject To New York Sales Tax
July 14, 2020 - Bulletin Print Report
The Petitioner provides pedal bus bike ("vehicle") sightseeing tours. Passengers book the vehicle for a group tour at a specific date, time, and location. The Petitio...
POTUS Not Immune From State Criminal Subpoenas
July 14, 2020 - Bulletin Print Report
Presidents have uniformly testified or produced documents in criminal proceedings when called upon by federal courts. This case involves the first state criminal subpoena direc...
OXY Announces Warrant Distribution
July 13, 2020 - Bulletin Print Report
Occidental Petroleum Corporation, ("OXY"), recently announced that its Board of Directors has declared a distribution to holders of its common stock of warrants to pu...
Timely "Rollover" Not Effected
July 13, 2020 - Bulletin Print Report
P is the mother of two boys, the elder of whom was scheduled to graduate from high school in 2016 and matriculate at Morehouse College, ("M"), that fall. P anticipate...
PG&E Begins The Next Phase Of Its Troubled Existence
July 13, 2020 - Volume 14 Issue 133 Print Report
PG&E Corporation, ("PGE"), and its operating subsidiary, Pacific Gas & Electric Co., ("PAC"), have, now that their complicated bankruptcy plan, (&qu...
Supreme Court Rules On Congressional Subpoenas Of POTUS Records
July 10, 2020 - Bulletin Print Report
In April 2019, three committees of the House of Representatives issued four subpoenasseeking information about the finances of President Trump, ("PT"), his chil...
Property Tax Value Not Permitted To Be Used To Fix "Just Compensation"
July 10, 2020 - Bulletin Print Report
The Kentucky Transportation Cabinet, Department of Highways, filed a petition to condemn certain real property owned by Borders Self-Storage & Rentals, LLC, ("B")...
Aon/WTW: Snatching Victory From The Jaws Of Defeat
July 10, 2020 - Bulletin Print Report
Aonplc, which recently "re-incorporated" from England to Ireland, has agreed to acquire "the entire issued ordinary share capital" of Willis Towers Wa...
Intermediary Does Not Earn "Royalty" Income
July 10, 2020 - Volume 14 Issue 132 Print Report
The organization is exempt from federal incometax as a charitable organization under Sec. 501(c)(3) of the Internal Revenue Code. Its resources are dedicated to...
Oregon's Intangible Personal Property Tax Is Discriminatory
July 9, 2020 - Bulletin Print Report
Oregon law generally taxes real and tangible personal property situated within its borders. But certain commercial and industrial entities, including railroads and other inters...
ALL Agrees To Acquire FGHC
July 9, 2020 - Bulletin Print Report
The Allstate Corporation, (ALL), has agreed to acquire the outstanding commonstock of National General Holdings, (NGHC), "for approximately $4 billion in cash or $34...
Sale of Business Gives Rise To Indiana "Business Income"
July 9, 2020 - Volume 14 Issue 131 Print Report
Under IC Sec. 6-3-2-2(a), business income of a corporation is subject to apportionment to Indiana, while nonbusiness income is generally allocable to the state from w...
Government's "SRP" Claim Accorded Priority In Chapter 13 Case
July 8, 2020 - Bulletin Print Report
S has objected to a portion of the U.S. Government's tax claim in his chapter 13 case. The portion to which he objects is the priority claim of approximately $2,000 for the...
Treasury Notes Found To Be "Debt-Financed" Property
July 8, 2020 - Volume 14 Issue 130 Print Report
Petitioner, (P), received a low-interest federal loan to finance an improvement to its facilities. At the time of construction, P withdrew only 1/2 of the approved lo...
Overpayment Interest Cases Cannot Be Heard By The District Court
July 8, 2020 - Bulletin Print Report
In January 2009, Bank of America, ("BA"), acquired Merrill Lynch, ("ML"). In October 2013, ML was merged with and into BA. In September 2017, BA filed a cla...
Sec. 338(h)(10) Deemed Sale Gain Is Not Business Income
July 7, 2020 - Volume 14 Issue 129 Print Report
In 1997, AS, a foreign corporationbut an Illinois taxpayer, was owned by ASFC. More than 80 percent of ASFC's stock was owned by L, an Indiana corporation.<...
Renter Retains Full Homestead Tax Exemption
July 7, 2020 - Bulletin Print Report
R was the sole owner of his home and used it as his permanent residence. In 1996, R applied for and received a homestead exemption on 100 percent of his residence, and he conti...
Montana's "No-Aid" Provision Is Unconstitutional
July 7, 2020 - Bulletin Print Report
In 2015, the Montana Legislature sought "to provide parental and student choice in education" by enacting a scholarship program for students attending private schools...
Best Buy Is A Retailer Of Appliances
July 6, 2020 - Bulletin Print Report
Best Buy is a retailer of consumer electronics and appliances. BB also sometimes installs appliances in the purchasers' homes. If the customer has Best Buy deliver and inst...
Charitable Contribution Not Allocable To Tax-Exempt Income
July 6, 2020 - Bulletin Print Report
An organization described in Sec. 501(c)(3) of the Code, ("Organization"), files a Return of Organization Exempt From Income Tax (Form 990). Organization also files a...
COVID-19 Disinfecting Activities Are "Cleaning Services"
July 6, 2020 - Bulletin Print Report
There appear to be two principal approaches to disinfecting coronavirus: (1) Wiping surfaces or spraying and wiping surfaces with disinfectant by hand; and (2) Using an electro...
Equipment Used To Produce X-Rays Qualifies For ITC
July 6, 2020 - Volume 14 Issue 128 Print Report
Petitioners filed a joint New York State personal income tax return for 1984. On the return, petitioners claimed an investment tax credit (ITC) in the amount of $10,8...
Deed Did Not Effect A "Transfer Of Ownership"
July 2, 2020 - Bulletin Print Report
On April 25, 1996, RZ, the owner of the property at issue in this case, executed a quitclaim deed, which conveyed title to herself and her five children as joint tenants with f...
Damages Partially Excluded From Gross Income
July 2, 2020 - Bulletin Print Report
P was employed by G as a certified nursing assistant beginning in January 2009 until her termination in January 2012. P suffered from epileptic seizures while at her workplace....
Sec. 338 Election Not a PSA "Triggering Event"
July 2, 2020 - Volume 14 Issue 127 Print Report
Between 1958 and 1983, thetax law permitted life insurance companies to accumulate, retain and defer taxes on 50 percent of undistributed profit in policyholder...
Trust Taxed On California Source Income
July 1, 2020 - Bulletin Print Report
RS established the Paula Trust, ("PT"), for the sole benefit of his daughter, M, a California resident. The PT has two co-trustees, a California resident and...
Processing Is A Qualified Activity For New York ITC Purposes
July 1, 2020 - Volume 14 Issue 126 Print Report
On March 3, 1977, the Department of Taxation and Finance, (the "Department"), issued a Notice of Deficiency against petitioner, (P), arising out of the Depa...
Vehicle Charger Does Not Sell Electricity
July 1, 2020 - Bulletin Print Report
The taxpayer owns and operates electric vehicle charging stations in Georgia. Customers pay for charging time, plus a session fee. Additional charges are imposed for "idli...
Expenses Of Producing Oil And Gas
June 30, 2020 - Bulletin Print Report
A person's taxable income under the Michigan Income Tax Act, ("MITA") is generally based on the federally adjusted income tax. Sec. 162 of the Internal Revenue Co...
Disability Benefits Are New York Source Income
June 30, 2020 - Volume 14 Issue 125 Print Report
Petitioner, (P), was at all timesa resident of New Jersey. From 1998-2010, P worked for a corporation, (C), that had locations throughout the world, including N...
Failure To File Escheat Reports Is Not "A False Record Or Statement"
June 30, 2020 - Bulletin Print Report
Delaware, ("D") requires the holders of abandoned property to file annual escheat reports with the "SE" and pay or deliver to the SE the abandoned property...
ABC Found To Be An "Interstate Broadcaster"
June 30, 2020 - Bulletin Print Report
Plaintiff, ("P"), is a diversified worldwide entertainment company with operations in five business segments: (1) Media Networks, (2) Parks and Resorts, (3) Studio En...
"Superseding" Return Does Not Restart The Limitations Period
June 29, 2020 - Bulletin Print Report
When a return is filed and then a second return is subsequently filed before the return due date (i.e., a superseding return), which return constitutes "the return" f...
Rewritten Sales Eligible For Sales Tax Holiday
June 29, 2020 - Bulletin Print Report
In 2010-2012, the Massachusetts Legislature passed legislation creating sales tax holiday weekends, such that sales of personal property costing $2,500 or less were exempt from...
Without Restoration There Can Be No Rescission
June 29, 2020 - Bulletin Print Report
In 1998, petitioners reorganized their business. Prior to that year, petitioners were the owners and operators of a group of corporations and limited liability companies known...
Taxpayer Denied Real Property Tax Credits
June 29, 2020 - Volume 14 Issue 124 Print Report
In April, 2000, a New York limited liability company, known as WL, was formed. Petitioners were partners of WL. The Division of Taxation ("Division") certif...
Bayer And Monsanto Resolve Most Litigation Regarding Roundup
June 26, 2020 - Bulletin Print Report
Bayer, presumably on behalf of its subsidiary, Monsanto, announced a series of agreements "that will substantially resolve major outstanding Monsanto litigation, including...
The Willens Deal Survey June 2020
June 26, 2020 - The Deal Survey: June 2020 Print Report
Welcome to our summary of deals for June 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.
Personal Or Individual Information Service Not Subject To Sales Tax
June 26, 2020 - Bulletin Print Report
P's customers are businesses that advertise on the internet. Typically, a business that advertises on the internet must monitor the effectiveness and performance of its adv...
Royalties Or Fees For Services?
June 26, 2020 - Volume 14 Issue 123 Print Report
The organization is exempt from Federal income tax under Sec. 501(c)(3) of the Internal Revenue Code. It was formed to promote scientific investigation and research a...
"Equitable Tolling" Does Not Apply To Tax Refund Claims
June 25, 2020 - Bulletin Print Report
On February 5, 2020, TPsfiled their 2016 non-resident Alabama income tax return. The return claimed a refund of tax paid by estimated payment in 2016. The original due da...
Law Firm Entitled To Opportunity Zone Benefits
June 25, 2020 - Bulletin Print Report
D, a law firm, leases space from B, a REIT, in the CC in Philadelphia. CC is an office complex within a now expired KOIZ ("Expired Zone"). D received tax benefits und...
TMUS's Rights Offering Has Unusual Tax Profile
June 25, 2020 - Bulletin Print Report
SoftBank Group Corporation, ("SB"), the owner of approximately 24.6 percent of the stock of T-Mobile U.S., Inc., ("TMUS"), is embarking on a program to &quo...
Ascertaining The Useful Life Of A Baseball Player's Contract
June 25, 2020 - Volume 14 Issue 122 Print Report
TP operates a professional baseball team. TP is affiliated with several minor league teams. Two of these teams are included on TP's tax return. The other affiliat...
Dell Pondering Spin-Off Of VMware
June 24, 2020 - Bulletin Print Report
The Wall Street Journal is reporting that Dell Technologies, Inc., ("DTI"), "is exploring options, including a spin-off, for its stake in VMwa...
When Is Solar Energy Equipment Placed In Service?
June 24, 2020 - Volume 14 Issue 121 Print Report
Petitioner has several clients that are currently building new homes and are purchasing and installing qualified eligible solar energy systems for these homes at the...
An Easement's Conservation Purpose Was Not Adequately Protected
June 24, 2020 - Bulletin Print Report
H granted a conservation easement over 257 acres to C, through a deed of conservation easement. The deed provides for the allocation of proceeds from an involuntary extinguishm...
Lack Of Employees Means No "Payroll Factor"
June 24, 2020 - Bulletin Print Report
The three taxpayers are affiliates under the parent corporation,FNIS, (the "Parent"). All operate in Alabama and numerous other states. FISMprovides servi...
Golf Club Dues Subject To Sales Tax
June 23, 2020 - Bulletin Print Report
The Club is a for-profit entity owned by member-stockholders and organized to promote golf. The Club owns a building that is used as a combination pro shop, club storage, and c...
Supreme Court Will Not Wade Into The "Altera" Quagmire
June 23, 2020 - Bulletin Print Report
Sec. 482 of the Internal Revenue Code grants the Secretary (of the Treasury) broad powers to allocate income and deductions between two or more organizations, trades, or busine...
Repetitive Audits Are Not Permitted
June 23, 2020 - Bulletin Print Report
TP purchased a vineyard. A notice of proposed adjustment, ("NOPA"), was issued to TP disallowing all expenses and depreciation related to the vineyard. The NOPA deter...
Maker of Countertops Eligible for New York ITC
June 23, 2020 - Volume 14 Issue 120 Print Report
Petitioner, (P), is a New York 'S' corporation that operates a granite and marble business. P purchases raw slabs of marble and granite and prepares those mat...
Existing Leasehold Interest Not Subject to S.F. Transfer Tax
June 22, 2020 - Bulletin Print Report
In 2009, 731 Market Street Owner, LLC, ("731"), the owner of a commercial building leased part of the building to CVS for 20 years plus five successive options to ext...
New York Non-Resident Limited Partners Unfairly Denied Loss Deductions
June 22, 2020 - Bulletin Print Report
While a New York "resident individual" (including both a New York domiciliary as well as a "statutory" resident) is taxed on his or her "worldwide"...
Deposit Arrangement Is Not "Insurance"
June 22, 2020 - Volume 14 Issue 119 Print Report
The taxpayer, (FW), is a consolidated group of corporations that provide temporary staffing services. FW purchased two insurance policies from AHAC; one was for worke...
A Specific Provision Defeats A General Provision
June 19, 2020 - Bulletin Print Report
T sells and leases "reverse-vending machines," the bottle and can recycling machines commonly found in grocery stores. The machines sort the bottles and cans, which a...
Sec. 381 Transferee Inherits Transferor's Sec. 707 Status
June 19, 2020 - Volume 14 Issue 118 Print Report
P owns all of the stock of S. S has only one asset, rental property, that is encumbered by a nonrecourse loan of $40x originally incurred by S on January 1, 1995. S i...
Workers Found To Be "Independent Contractors"
June 18, 2020 - Bulletin Print Report
P owned and operated CC, an unincorporated business, to provide cleaning services. CC had contracts with apartment complexes to do "Unit Turnover Cleaning," and contr...
Loss On Liquidation Not Derived From New York Sources
June 18, 2020 - Bulletin Print Report
P is a limited partnership formed under the laws of another state as an affiliated investment entity of a national real estate investor and investment manager. P was formed to...
"Frozen" Earnings and Profits
June 18, 2020 - Volume 14 Issue 117 Print Report
Distributions by an 'S' corporation which has accumulated earnings and profits constitute dividends (up to the amount of such earnings and profits) in cases w...
Hertz's NOLs Might Be Imperiled By Its Planned Public Offering
June 17, 2020 - Bulletin Print Report
On May 22, 2020, Hertz Global Holdings and several of its affiliates, (the "Debtors"), filed voluntary petitions for relief Chapter 11 of the Bankruptcy Code. The Deb...
G.M.'s Tax Credits Need Not Be Disclosed
June 17, 2020 - Bulletin Print Report
In 1995, the Michigan Legislature enacted the Michigan Economic Growth Authority, ("MEGA"), Act...to promote economic growth and job creation within the state. The ME...
Real Property Used In The Trade Or Business
June 17, 2020 - Volume 14 Issue 116 Print Report
Petitioner is engaged in the business of distributing tobacco products in North and South Carolina on a wholesale basis. It was incorporated in 1917. At that time, it...
Self-Created Intangible Asset Eligible For Amortization
June 17, 2020 - Bulletin Print Report
TP is a holding company. TP owns P1. P1 is regulated by C1 and C2. On Date 1, State enacted the Act to address the Event in State and the liabilities of the Companies, includin...
Trust Assets Included In Calculation Of Inheritance Tax
June 16, 2020 - Bulletin Print Report
Decedent created an irrevocable trust in June 2007 funded with cash and securities. He relinquished the right to "alter, amend, revoke or terminate any Trust provision or...
Foreign GP Was Doing Business In California
June 16, 2020 - Bulletin Print Report
APP is a Washington corporation. APP did not file a timely California return for its 2011 tax year. APP was the sole general partner in two limited partnerships in California,...
Percentage Rents Constitute Qualifying REIT Income
June 16, 2020 - Volume 14 Issue 115 Print Report
An unincorporated trust, otherwise qualifying as a real estate investment trust, (REIT), under Sec. 856 of the Internal Revenue Code, leases space to a tenant in a bu...
Sec. 481 Adjustment Properly Excluded From REIT's Gross Income
June 15, 2020 - Bulletin Print Report
Taxpayer, ("TP"), has elected to be taxed as a real estate investment trust,('REIT"). TP's primary business is the leasing of space on and at telec...
JET Wins The GRUB Sweepstakes
June 15, 2020 - Bulletin Print Report
On June 10, 2020,Just Eat Takeaway.com N.V., ("JET"), entered into an Agreement and Plan of Merger between and amongJET, Grubhub, Inc., ("GRUB")...
Coins Are Property (Other Than Money)
June 15, 2020 - Volume 14 Issue 114 Print Report
L owned and operated a sole proprietorship, PO, whose business was to trade such items as gold and silver coins, diamonds, jewelry and oriental rugs....
I.R.S. Defines "Real Property" For Like Kind Exchange Purposes
June 12, 2020 - Bulletin Print Report
Thanks to the TCJA, Public Law 115-97, the "like kind" exchange provisionswere substantially narrowed. Only qualifying exchanges of "real property" ar...
Training and Consulting Services Create "Nexus"
June 12, 2020 - Volume 14 Issue 113 Print Report
TP, an entity headquartered outside Virginia, has an employee located in Virginia. The employee will travel to consult with customers in the U.S. The consulting servi...
Unilever To Simplify Its Corporate Structure
June 11, 2020 - Bulletin Print Report
Unilever announced plans to unify "its Group legal structure under a single parent company, Unilever PLC, creating a simpler company with greater strategic flexibility, th...
TCO's Damages (If Any) Will Not Jeopardize REIT Status
June 11, 2020 - Bulletin Print Report
Simon Property Group, Inc. ("SPG"), announced that it has exercised its contractual rights to terminate its merger agreement with Taubman Centers, Inc., ("TCO&qu...
Refund Not Found To Be A "Rebate"
June 11, 2020 - Bulletin Print Report
1. On October 3, 2018, S purchased a 2018 Tesla. 2. The net purchase price was $70,200. 3. On October 29, 2018, S titled the Tesla and paid $5,355 in sales tax. 4. Subsequent t...
Plan of Liquidation
June 11, 2020 - Volume 14 Issue 112 Print Report
The issue is whether the taxpayer, SCI, a corporation, received the property of its wholly-owned subsidiary, FG, in a tax-free liquidation. The answer was yes. See
Poorly Structured U.K. Buyout Leads To Double Taxation
June 10, 2020 - Bulletin Print Report
In the United States, the buyer(s) of a closely-held corporation will frequently,in what is sometimesreferred to as a "bootstrap" acquisition, decide to&n...
Capital Of SMLLC Included In Member's Tax Base
June 10, 2020 - Bulletin Print Report
W is a Delaware corporation with several subsidiary companies doing business in Mississippi, ("M"), including single member limited liability companies, ("SMLLCs...
"Care" Days Spent In New York Count For Residency Purposes
June 10, 2020 - Volume 14 Issue 111 Print Report
Petitioners have been married since 1976. They own a one-family house in Pennsylvania. In 2006, petitioners filed Pennsylvania and federal income tax returns. Petitio...
Electronic Gaming Devices Found Subject To The "A&A Tax"
June 10, 2020 - Bulletin Print Report
This appeal concerns electronic gaming devices placed by C in various bars, restaurants, and convenience stores throughout Baltimore. A 2010 audit showed that C had not paid &q...
Percentage Rent Does Not "Taint" Fixed Rent
June 9, 2020 - Volume 14 Issue 110 Print Report
A real estate investment trust, (REIT), leased office space in a building that it owned to 10 different tenants under 10 separate leases, with nine ofsuch tenan...
Donor's Reticence Dooms Donee's Gift Claim
June 9, 2020 - Bulletin Print Report
Throughout his career, P has worked extensively in the discounted cash flow industry. In the early '90s, P met and developed a business relationship with DH, a high net wor...
Auxiliary Soil And Plant Substances Are Not "Fertilizers"
June 9, 2020 - Bulletin Print Report
Appellants, ("APPS"), sold Grow-Plex, ("GP"), and Menefee Humate, ("MH"), to consumers. APPS' customers applied these products to land use for...
Kraft Denied Use Of Alternative Apportionment Formula
June 8, 2020 - Bulletin Print Report
On March 1, 2010, Kraft Foods Group, ("K"), sold its entire frozen pizza business to Nestle USA, Inc.for $3.693 billion. On its federal consolidated income tax...
Super Bowl Champs Not Liable For Sales Or Use Tax
June 8, 2020 - Bulletin Print Report
The "team" is a professional football club and member of the N.F.L. The team is the defending Super Bowl champions.The team plays its home games at Arrowhead St...
"Inbound" Reorganizations Produce Deemed Dividends
June 8, 2020 - Volume 14 Issue 109 Print Report
Oldco, (O), was incorporated under the laws of Country on Date 1. Trust 1 and Trust 2 were the owners of O. On Date 2, Trust 1 and Trust 2 were domesticated as trusts...
Petitioner Never Incurred "Acquisition Indebtedness"
June 5, 2020 - Bulletin Print Report
P is a C.P.A. and holds an M.B.A. For many years, he has been friends with R. In 1991, R purchased as his residence a beach house in Hermosa Beach, California, (the "Hermo...
"Used In The Trade Or Business"
June 5, 2020 - Volume 14 Issue 108 Print Report
Petitioner, (P), was primarily engaged in business as an architect. During 1957, P ownedsixrental business properties which were eachpurchased, impr...
No Reduction Of Depletion Deductions Required
June 4, 2020 - Bulletin Print Report
APP is a JV that owns and operates a taconite mine in Minnesota. UT, (and together with APP, "APPS"), is a limited liability company that owns and operates a taconite...
Transfer Of Property Was "Incident To Divorce"
June 4, 2020 - Bulletin Print Report
APP and D were married in 1984. In1988, APP loaned $1 million to 3-V Fasteners, Inc., ("3V"). APP's loan was later converted into a capital contribution in...
Interest On Valid Debt Not Deductible
June 4, 2020 - Volume 14 Issue 107 Print Report
The deductions at issue arise out of an illegitimate tax shelter. An individual would borrow a sum of money and use it to buy gold. He would simultaneously enter into...
Transfer Of Property To Grantor Trust Did Not Produce Losses
June 3, 2020 - Bulletin Print Report
S owned IDG, an 'S' corporation in the business of buying land and developing it into finished lots. By 2007, IDG had acquired three parcels of real property, V, P, and...
The "Boot" Went In The Wrong Direction
June 3, 2020 - Bulletin Print Report
LTR 201948001, August 30, 2019, describes a rather garden variety"leveraged" spin-off which the I.R.S. later determined, well after the ruling was issued, was a...
Property Not Used In a Trade Or Business
June 3, 2020 - Volume 14 Issue 106 Print Report
Prior to 1967, each petitioner had been a shareholder in R, which was activelyengaged in the business of owning and operating a motel-restaurant and cocktail lo...
Income From a Limited Partnership Interest Is UBTI
June 2, 2020 - Volume 14 Issue 105 Print Report
The taxpayers were established as profit sharing trusts qualified under Sec. 401(a) by SBNC, SBNA, and SBNP. On July 1, 1974,...
Retroactive Tax Provision Violates Due Process Clauses
June 2, 2020 - Bulletin Print Report
P was a non-resident of New York during 2009-2011. Prior to July 31, 2009, P owned 50 percent of the shares of ESPI, a New York domestic corporation that had in place a valid e...
Pension Plan Participants Cannot Sue For Breach Of Fiduciary Duties
June 2, 2020 - Bulletin Print Report
Plaintiffs are retired participants in U.S. Bank's retirement plan. The plan is a defined-benefit plan, not a defined-contribution plan. In a defined-benefit plan, retirees...
Scheme To Elongate Holding Period Fails
June 1, 2020 - Bulletin Print Report
Various provisions of the Internal Revenue Code provide favorable treatment when taxpayers dispose of capital assets with holding periods that exceed designated periods of time...
Gain From Sale Of Passive Investment Not "Business Income"
June 1, 2020 - Bulletin Print Report
In 1993, MN incorporated NI in Virginia to develop and sell combat and tactical gear. In 2003, NI transferred its assets to B, a limited liability company, in exchange for a 78...
Lack Of "Reasonable Prospect Of Recovery" Proven
June 1, 2020 - Bulletin Print Report
In September 1997, the As began investing in securities with OK. In late 1999, the As opened investment accounts at D. D was operating a "pump and dump" scheme. To me...
Accounting For a Bargain Sale of Property To a Charity
June 1, 2020 - Volume 14 Issue 104 Print Report
During the taxable year, an individual taxpayerconveyed unimproved real property subject to an outstanding mortgage in the amount of $10x to an organization des...
Altaba's Liability Reserves
May 29, 2020 - Bulletin Print Report
In Altaba's"Petition for Determination," recently filed with the Delaware Chancery Court, in which the companyenumerates the various actual and contin...
TUP Seeks To Retire Notes At A Steep Discount To Their Principal Amount
May 29, 2020 - Bulletin Print Report
Tupperware Brands Corporation, ("TUP"), recently announced the commencement of an offer, (the "Tender Offer"), to purchase, for cash, up to $175 million agg...
Litigation Support Agreements Did Not Give Rise To Loans
May 29, 2020 - Bulletin Print Report
Petitioner, ("P"), practiced law in Chicago with a focus on class action litigation. He executed "litigation support agreements." Under these agreements, th...
Electricity Is Tangible Personal Property
May 29, 2020 - Bulletin Print Report
Taxpayer, ("TP"), owns and operates electric vehicle charging stations. Customers pay for charging time, plus a $1.00 session fee. Additional charges are applied ...
Accelerating a Sec. 481 Adjustment
May 29, 2020 - Volume 14 Issue 103 Print Report
PRS, a partnership, commenced business in 1965 and established two separate businesses, a "P" business and a "T" business. &...
The Willens Deal Survey May 2020
May 28, 2020 - The Deal Survey: May 2020 Print Report
Welcome to our summary of deals for May 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.
Below Market Sale Does Not Give Rise To a Deduction
May 28, 2020 - Volume 14 Issue 102 Print Report
Fischer, (F),was the president and a member of the board of directors of Medalists Industries, Inc., (M).He owned 12,015 shares of M's common stock an...
Development Fees Not A Reliable Indicator Of Cost
May 28, 2020 - Bulletin Print Report
Sec. 1603 of the American Recovery and Reinvestment Tax Act of 2009, ("ARRA"), requires the Secretary of the Treasury to provide a grant to each person who places in...
Tax Allocation Agreement Created An Agency Relationship For Refunds
May 27, 2020 - Bulletin Print Report
This matter is before the court upon remand from the Supreme Court. Two entities claim ownership of the federal tax refund that is at the heart of this case. The first is UWBI,...
Royalties Are Excluded From UBTI
May 27, 2020 - Volume 14 Issue 101 Print Report
The organization is exempt from tax under Sec. 501(c)(3). Its purposes are to improve the economic and working conditions of its members, all ofwhom are profess...
Lessee Was The Owner Of Leasehold Improvements
May 27, 2020 - Bulletin Print Report
The County owns and leases land to the Airport Authority to operate the Sedona (Arizona) Airport. In 1982, the Airport Authority subleased several acres to Sky Ranch to build a...
South Carolina Discriminates Against Railroads
May 26, 2020 - Bulletin Print Report
Congress enacted the "4-R" Act to "restore the financial stability of the railway system of the United States," and sought to achieve this goal by targeting...
Extracting Cash In Connection With a Spin-Off
May 26, 2020 - Volume 14 Issue 100 Print Report
D is a State A corporation and is the common parent of an affiliated group of corporations that join in the filing of a consolidated income tax return (the "D Gr...
Property Used As A Daycare Center Not Exempt From Tax
May 22, 2020 - Bulletin Print Report
Defendantappeals from the circuit court's order reversing the Department's decision that plaintiffs, the University of Chicago, ("UC"), and Bright Horiz...
Detroit Has Adopted An Origin Test For Services
May 22, 2020 - Bulletin Print Report
H is a law firm that operates offices within and outside Detroit. Each year H apportions its net profit using a three-factor formula, known as the "business allocation per...
Computing Impermissible Tenant Service Income
May 22, 2020 - Volume 14 Issue 99 Print Report
Y, a real estate investment trust, (REIT), owns a high rise apartment building, Building P. Building Pcontains 100 apartments, of which 95 are standard, unfurni...
Exemption From Tax Not Fixed On The Valuation Date
May 21, 2020 - Volume 14 Issue 98 Print Report
Until March 4, 2011, the land occupied by the Arizona Center was owned by the City of Phoenix, and therefore was covered by the constitutional exemption from taxation...
Involuntary Conversion Not A "Sale"
May 21, 2020 - Bulletin Print Report
On May 14, 2018, Mr. E purchased a 2018 Chevrolet Malibu, ("Chevy"). On October 5, 2019, Mr. E purchased a 2019 Ram Truck, ("Truck"). On October 31, 2019, M...
FBAR Penalties Need Not Run The Gauntlet Of The Eighth Amendment
May 20, 2020 - Bulletin Print Report
The statute at issue in this case states as follows: "In the case of any person willfully violating...any provision of Sec. 5314---the maximum penalty...shall be increased...
Stock of Former 'S' Corporation Eligible for Sec. 1042
May 20, 2020 - Volume 14 Issue 97 Print Report
Company, (C), has never had any stock outstanding that was "readily tradable on an established securities market". TP has owned all of the outstanding stock...
Coupons Can Reduce The Purchase Price Of Taxable Items
May 20, 2020 - Bulletin Print Report
On June 24, 2015, TP filed a petition with the BOA requesting a refund of sales tax paid on purchases made at BJ's Wholesale Club, ("BJ's"), with coupons. BOA...
An Estate Is Not an Individual
May 19, 2020 - Volume 14 Issue 96 Print Report
The decedent died testate on July 4, 1955. Included in her gross estate were 2,500 shares of stock of LBC, Inc., (LBC); the remaining stock was owned by the decedent&...
TRS Can Render Tenant Services
May 19, 2020 - Bulletin Print Report
TP is a REIT. TP's business consists of the acquisition, financing, and owning of real property to be leased to third-party tenants in the healthcare sector. TP primarily i...
PNC's Contribution To Reducing The Nation's Deficit
May 18, 2020 - Bulletin Print Report
PNC Financial Services Group, Inc., ("PNC"), owned nearly 35 million shares of the capital stock of BlackRock, Inc., ("BR") for a considerable period of tim...
IPO Costs Are Netted Against The Proceeds Therefrom
May 18, 2020 - Bulletin Print Report
In Year 1, TP was a privately-held corporation. In Year 2, TP began planning an IPO and completed the offering and became a publicly traded company. TP incurred a number of cos...
Equitable Tolling Doctrine Does Not Apply to Sec. 6511
May 18, 2020 - Volume 14 Issue 95 Print Report
In each case, a taxpayer paid the I.R.S. several thousand dollars that he did not owe. In each case, the taxpayer filed an administrative claim for refund several yea...
Liberty Media Is Distributing "Bargain" Rights
May 15, 2020 - Bulletin Print Report
Liberty Media Corporation, ("LMC"),in order to raise funds with which to repay a loan, is hopingto raise thosefunds from its shareholders. In partic...
Trust Formed By New York Grantor Is A "Resident Trust"
May 15, 2020 - Bulletin Print Report
Trust, ("T"), is an irrevocable, non-grantor trust that was established by G for the benefit of G's descendants, some are which are domiciled in New York. G was d...
Decline In Conversion Ratio Does Not Precipitate "Deemed Distribution"
May 15, 2020 - Volume 14 Issue 94 Print Report
Company, (C), has outstanding "x" shares of Common Stock and "y" shares of Preferred Stock. The Preferred Stock pays a per share dividend substant...
Storage Of Aircraft Does Not Constitute Use Or Consumption
May 15, 2020 - Bulletin Print Report
AL is a certificated air carrier engaged in the business of transporting passengers and cargo within the U.S. and throughout the world. As a result of the COVID-19 pandemic and...
"Available" Deduction Is An "Allowable" Deduction
May 14, 2020 - Volume 14 Issue 93 Print Report
Prior to 1978, petitioners purchased land in San Bernardino, California. During 1978 and 1979, they caused seven one-story office buildings to be constructed on the p...
Express Allocation In Settlement Agreement Governs Taxation
May 14, 2020 - Bulletin Print Report
NCA is a real estate development and investment firm. DZ owned NCA. DZ worked with DN and RC to find properties to develop in the Los Angeles area. In 2005, they connected with...
Exempt Property Can Offset Pre-Petition Debt
May 14, 2020 - Bulletin Print Report
On May 29, 2014, the Cs filed a bankruptcy petition under Chapter 7 of the bankruptcy code. In their petition, the Cs listed the I.R.S. as a priority creditor, and identified p...
I.R.S. Issues Proposed Regulations Regarding Fines And Penalties
May 13, 2020 - Bulletin Print Report
In an effort to implement the changes enacted by the TCJA to the Internal RevenueCode (see Sec. 162(f)) regarding the deductibility of "fines, penalties, and other a...
Sec. 351 Transaction Can Terminate A Partnership
May 13, 2020 - Volume 14 Issue 92 Print Report
S, a corporation, is wholly owned by a taxpayer. The taxpayer also owned a 50 percent interest in the capital and profits of PYZ, a partnership.  ...
Electricity Generator Was A "Qualified NY Manufacturer"
May 13, 2020 - Bulletin Print Report
Petitioner, ("P"), a Delaware corporation, provides wholesale energy through its wholly owned limited liability companies, R and C. P acquired R on August 26,2008 fro...
"At The Time Of The Transfer" Means Just That
May 13, 2020 - Bulletin Print Report
Ohio employers are required to pay into the state's unemployment compensation fund. An employer's annual unemployment-contribution rate is based in part on the amount o...
"Financial Disability" Not Shown To Exist
May 12, 2020 - Volume 14 Issue 91 Print Report
R seeks a refund of federal income tax. He filed his 2005 tax return and paid taxes for that year on April 15, 2006. On June 28, 2010, after realizing the alternative...
Merger Involving Only Foreign Corporations Can Be An 'A' Reorganization
May 12, 2020 - Bulletin Print Report
On May 11, 2020, SSR Mining, Inc., ("SSRM"), and Alacer Gold Corporation, ("ASR"), announced that they have entered into a definitive agreement to combine &...
Income From Receipt Of Carbon Credits Excluded From Gross Receipts
May 12, 2020 - Bulletin Print Report
TP is exempt from tax under Sec. 501(c)(7) of the Code. It owns acres...in which its members hike, hunt, and fish. State enacted a statute that sets limits on greenhouse gas em...
Split-Off Preceded By Equity-For-Debt-Exchange
May 11, 2020 - Bulletin Print Report
Prior to the proposed transaction, which is Danaher Corporation's split-off of Envista Holdings Corporation, "D" and its subsidiaries will be engaged in the D Bus...
The "TMT" Is Not A Creditable Tax
May 11, 2020 - Bulletin Print Report
APP was a partner with KPMG, an accounting firm doing business in multiple states. Because KPMG did business in multiple states, KPMG partners owed taxes in those states based...
Withdrawal From A Partnership
May 11, 2020 - Volume 14 Issue 90 Print Report
L is a limited partner in partnership GL to which he contributed $10,000 in cash upon its formation. His distributive share of partnership items of income and loss is...
The "BPOL" Tax Is A Tax On Internet Access
May 8, 2020 - Bulletin Print Report
The issues to be decided are (1) whether Virginia's "BPOL" tax is a tax on internet access, making it preempted by the Internet Tax Freedom Act, ("ITFA"...
How Do NOLs Fare In Bankruptcy?
May 8, 2020 - Bulletin Print Report
Several prominent retailers have already filed for bankruptcy and the economic numbers are telling us that many more bankruptcy filings seeminevitable. There are usually...
Boot in a Sec. 351 Transaction
May 8, 2020 - Volume 14 Issue 89 Print Report
X Corporation, (X), operated its business in two separate divisions, (D1 and D2), keeping a separate bank account and a separate set of books for each division....
Positive "AAA" Prevents Dividend Income
May 7, 2020 - Bulletin Print Report
M corporation, ("M"),which was originally organized as a C corporation, made an 'S' election several years later. M has followed Sec. 168(k), allowing S...
Receipts From Texas Satellite Radio Subscribers Apportioned Thereto
May 7, 2020 - Bulletin Print Report
Texas imposes a franchise tax on each taxable entity that does business in this state. Generally, a taxable entity's franchise tax liability is calculated by first determin...
No Deduction For Donation of "Facade Easement"
May 7, 2020 - Volume 14 Issue 88 Print Report
In December, 2003, the taxpayer, (K), entered into an agreement with the National Architectural Trust, (NAT), pursuant to which K gave to NAT a facade easement
Tax Cuts & Jobs Act Does Not Disturb Closing Agreement
May 6, 2020 - Bulletin Print Report
In Year 1, S and other "Ws" of Product 1 executed Agreement A with the "Xs" to resolve claims by the Xs for...relief. Agreement A requires each W to remit a...
Coffee And Tea Brewers Were Used To Process "TPP"
May 6, 2020 - Bulletin Print Report
The Alabama legislature has imposed an excise tax on the...use...in this state of tangible personal property, ("TPP"), at the rate of four percent of the sales price...
Marijuana Purveyor Found To Be A "Reseller"
May 6, 2020 - Bulletin Print Report
In 2010, R obtained a license from the city of Richmond, California, ("RI"),to open a medical marijuana facility. During the years in issue, R operated a medica...
Contribution of a Partnership Interest
May 6, 2020 - Volume 14 Issue 87 Print Report
L became a limited partner in a partnership upon its formation in 1971. In 1974, he contributed his partnership interest to a charitable organization described in Sec...
I.R.S. Temporarily Reduces A REIT's "Cash Limitation Percentage"
May 5, 2020 - Bulletin Print Report
In recognition of the need "for enhancing liquidity during the current period of economic disruption," the I.R.S. has issued a revenue procedure, Rev. Proc. 2020-19,...
Physical Presence Required For Imposition of Premiums Tax
May 5, 2020 - Volume 14 Issue 86 Print Report
Prior to 2001, United Parcel Service, Inc., (UPS), included the income of UPINSCO and UPS Re on the affiliated group's Indiana corporate income tax return. In 200...
The FBAR Penalty Is Primarily Remedial
May 5, 2020 - Bulletin Print Report
In 1970, Congress enacted the Bank Secrecy Act, ("BSA"), in order to combat money laundering in the U.S. Pursuant to the BSA, U.S. "persons" are required to...
Theater Workers Found To Be Statutory Employees
May 5, 2020 - Bulletin Print Report
WPPis a non-profit off-Broadway theater company that produces plays written and directed by women. The Department of Labor concluded that WPP owed additional tax contribu...
Loral To Pay Special Dividend
May 4, 2020 - Bulletin Print Report
On April 30, 2020, Loral Space & Communications, Inc., ("L"), announced that its Board of Directors has declared a "special dividend" in the amount of $...
Receipts From F-16 Sales Are Not "Texas Gross Receipts"
May 4, 2020 - Bulletin Print Report
The Arms Export Control Act restricts sales of U.S.-manufactured military goods to foreign governments. Defense articles of greater military sensitivity, including the F-16 fig...
COD Income Can Arise From A "Significant Modification" Of Debt
May 4, 2020 - Bulletin Print Report
We have recently seen some prominent companies engage in acts that, unless ameliorativecorrective action is taken, could lead to a finding that they have "defaulted&...
Contingent Interest Is Good REIT Income
May 4, 2020 - Volume 14 Issue 85 Print Report
A REIT entered into a loan agreement with X. Under the agreement, X borrowed $4,500,000 from the REIT for a term of five years to be used solely to acquire 200 acres...
Book Seller's Club Membership Fees Subject To Sales Tax
May 1, 2020 - Bulletin Print Report
B operates a discount book retail business headquartered in Birmingham, Alabama. B sells books, magazines, collectible supplies, cards, and other gifts in retail stores through...
Expenses Funded By "Covered Loans" Not Deductible
May 1, 2020 - Bulletin Print Report
Easily the most controversial aspect of the CARES Act, (the "Act"), is the well-publicized Paycheck Protection Program, ("PPP"), which was enacted by Sec. 1...
Inadvertent Termination of 'S' Election
May 1, 2020 - Volume 14 Issue 84 Print Report
X was formed in State on Date 1. X made an election to be treated as an 'S' corporation, effective Date 1. X's ma...
Sign Support Components Constitute Tangible Personal Property
April 30, 2020 - Bulletin Print Report
TP designs, manufactures, and installs signs and building fascia used in facility branding. The Department's auditor assessed sales tax on TP's sale and installation of...
Ford's Isolated Recapitalization
April 30, 2020 - Volume 14 Issue 83 Print Report
Corporation, (C), which is Ford Motor Company, is primarily engaged in Business A. C has two classes of stock, Class A Common Stock and Class B Common Stock. The Clas...
The Willens Deal Survey April 2020
April 29, 2020 - The Deal Survey: April 2020 Print Report
Welcome to our summary of deals for April 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 Government's "Risk Corridor" Obligations Must Be Satisfied
April 29, 2020 - Bulletin Print Report
In 2010, Congress passed the Patient Protection and Affordable Care Act, ("ACA"). The ACA called for the creation of "Health Benefit Exchanges" in each Stat...
Structural Components As Real Property
April 29, 2020 - Volume 14 Issue 82 Print Report
An unincorporated trust, otherwise qualifying as a real estate investment trust,(REIT), plans to invest in obligations secured by mortgages on real property, in...
Partnership Distributions Found To Be "Dividends"
April 29, 2020 - Bulletin Print Report
Deere & Company, ("D"), is the sole member of the limited liability company, JDH-US. D and JDH-US formed the partnership, JDH-Lux. The Partnership Agreement named...
Will Loews Wreak Havoc On Diamond Offshore's NOLs?
April 28, 2020 - Bulletin Print Report
On April 26, 2020, Loews Corporation's, ("LC"), 53 percent owned subsidiary, Diamond Offshore Drilling, Inc., ("DOD") (and certain of DOD'ssub...
Exchanging Timberlands
April 28, 2020 - Volume 14 Issue 81 Print Report
TP owned 50 acres of timberland in fee which he held for investment purposes. Over the previous ten years TP had sold most of the merchantable timber growing on its l...
Rental Property Not Used Primarily For "Commercial" Purposes
April 28, 2020 - Bulletin Print Report
Plaintiffs each purchased property in a Chicago enterprise zone with the intent to continue operating it as affordable housing under section 8 of the United States Housing Act...
Installment Sale Gain Escapes Virginia Taxation
April 27, 2020 - Bulletin Print Report
TP is a Virginia, ("V"), resident who owns stock in an 'S' corporation that apportions approximately 10 percent of its income to V. TP intends to sell all of...
Bank Denied NOL Deduction
April 27, 2020 - Bulletin Print Report
In 2010, NBSC merged with CBT and was renamed SynovusBank, ("P"). CBT reported net operating losses, ("NOLs") for 2009; NBSCreported NOLs for 20...
Bona Fide Losses Are Deductible
April 27, 2020 - Volume 14 Issue 80 Print Report
The question is whether trusts may recognize capital losses generated by stock sales between themselves. The answer is yes. See Widener et al. v. Commissioner
Assessing The Tax Treatment Of Payments To CT Homeowners
April 24, 2020 - Bulletin Print Report
In August 2015, agencies of the State of Connecticut, ("CT"),began investigating complaints by homeowners concerning the premature deterioration of the concrete...
NOL Provisions Of The "CARES" Act
April 24, 2020 - Bulletin Print Report
We are expecting numerous corporations to sustain net operating losses, ("NOLs"), in 2020 for obvious reasons. An NOL arises when a corporation's allowable deduct...
Sec. 1031(f)(4) Denies Taxpayer Nonrecognition Treatment
April 24, 2020 - Volume 14 Issue 79 Print Report
A owns real property (P1) with a fair market value of $150x and an adjusted basis of $50x. B owns real property (P2) with a fair market value of $150x and an adjusted...
Double Taxation Of Undistributed Capital Gains Of RICs
April 23, 2020 - Bulletin Print Report
The taxpayer, a regulated investment company, ("RIC"), for federal income tax purposes, requests a ruling regarding whether it is permitted to subtract its shareholde...
Pension Plan Imposed An "Active Service" Requirement
April 23, 2020 - Bulletin Print Report
The General Court of New Hampshire, ("legislature"), enacted the Plan as "a defined benefit plan providing disability, death, and retirement protection to member...
Daily Fantasy Sports Contests Are Not "Gambling"
April 23, 2020 - Bulletin Print Report
On April 4, 2016, DB filed a complaint against W. The complaint alleged that DB and W had engaged in a daily fantasy sports, ("DFS"), contest on a website known as Fa...
Retailers Denied Sales Tax Refunds
April 23, 2020 - Volume 14 Issue 78 Print Report
Plaintiffs, as retailers, entered into agreements with financing companies to issue "private label credit cards" (PLCC). When a customer makes a purchase wi...
Rent Free Use Of Railroad Track Not A Gift Of Public Funds
April 22, 2020 - Bulletin Print Report
During the Second World War, the War Department of the U.S. government used its eminent domain powers to acquire hundreds of square miles near the Columbia River (in the State...
Taxpayer Not Eligible For "Separation From Service" Exception
April 22, 2020 - Bulletin Print Report
Petitioner, ("P"), worked for R until 1987. He later worked for N until 1999. P has been "generally unemployed" since 2002, when he was 46 years of age. In...
I.R.S. Will "Reconsider" Liberal FTC Ruling
April 22, 2020 - Bulletin Print Report
The I.R.S. has decided to reconsider a revenue ruling it issued nearly 50 years ago regarding the limitations period for filing claims for refund (or credit) ofoverpaymen...
Timber Is "Part of the Land"
April 22, 2020 - Volume 14 Issue 77 Print Report
TP is an individual who was married to K. Together, they acquired substantial acreage in timberlands for investment. They divorced in Year 1, but continued holding th...
Conservation Purposes Not Protected "In Perpetuity"
April 21, 2020 - Bulletin Print Report
H owns the historic Tremaine Building in Cleveland, Ohio. H donated an easement in the facade of the building and certain airspace restrictions associated with the building to...
Governmental Grants Included In Gross Income
April 21, 2020 - Bulletin Print Report
TP is a municipal corporation formed under the laws of State. TP established Program. Program provides grants on behalf of eligible homeowners with adjusted gross inco...
Is Liberty TripAdvisor Holdings, Inc. Preparing To End Its Existence?
April 21, 2020 - Bulletin Print Report
Last week, amid unprecedented peregrinationsin its stock price, Liberty TripAdvisor Holdings, Inc. ("LTRPA") was forced to report that "it is not aware of...
When Is a Guarantee Fee "Incurred"
April 21, 2020 - Volume 14 Issue 76 Print Report
TP was formed as a limited liability partnership for the purpose of constructing and operating a residential housing project. In order for TP to receive a lower inter...
Energy Transfer L.P. Is Not An "Investment Company"
April 20, 2020 - Bulletin Print Report
X, which we believe is Energy Transfer L.P., is a publicly-traded partnership within the meaning of Sec. 7704(b) of the Code that is classified as a partnership for federal inc...
Solar Energy System Exempt From Property Tax
April 20, 2020 - Bulletin Print Report
The school district adopted a resolution to opt out of a tax exemption for the value of solar energy systems subsequently installed on real property within the school district....
When Does A Private Equity Business Begin?
April 20, 2020 - Bulletin Print Report
In 2007, PH formed GSEas a sole proprietorship. PH intended for GSEto operate as a holding company for insurance businesses he hoped to acquire and nurture. In late...
Depreciation Of Automobile Not Deductible
April 20, 2020 - Volume 14 Issue 75 Print Report
During 1974, JE was required to make 48 trips between his residence and his physician in order to receive needed medical treatment. In making these trips, JE and his...
Lawn Care Business Not Exempt From Use Tax
April 17, 2020 - Bulletin Print Report
Michigan's use tax exempts property consumed in the "tilling, planting, caring for or harvesting things of the soil..." The question presented is whether the Legi...
Property "Damaged" By COVID-19 Not Eligible For Texas Tax Exemption
April 17, 2020 - Bulletin Print Report
Sec. 11.35 of the Texas Tax Code, enactedin response to the physical damage Hurricane Harvey caused to property in the coastal region in 2017, creates...
Exhibiting At Trade Show Created Substantial Nexus
April 17, 2020 - Bulletin Print Report
TP is a California-based company that did not have any employees located in Washington until November 2012. In 2010, 2011, and 2012, however, TP sent employees to Seattle, ...
Disgorging E&P of an 'S' Corporation
April 17, 2020 - Volume 14 Issue 74 Print Report
C was incorporated in 1946 and its principal business activity is leasing improved real property. On December 29, 1986, C elected to be treated as an 'S' corp...
Berkshire Hathaway's Stock Dividends From OXY Will Be Taxable
April 16, 2020 - Bulletin Print Report
Berkshire Hathaway, as it is known to do, came to Occidental Petroleum's rescue in the latter's efforts to acquire AnadarkoPetroleum Corporation. Crucial funding...
University Basketball Games Escape Connecticut "Admission" Tax
April 16, 2020 - Volume 14 Issue 73 Print Report
The University (most likely the University of Connecticut, or UConn) is an entity exempt from federal income tax under Sec. 501(c)(3) of the Internal Revenue Code. Th...
Interest Paid On Appraisal Award Is Taxable As Such
April 16, 2020 - Bulletin Print Report
On August 22, 1997, SMC was merged into S, a privately-held Delaware corporation. At the time of the merger, G held 120,000 shares of the common stock of S. As a result of the...
Change In Method Of Accounting Invokes Sec. 481
April 16, 2020 - Bulletin Print Report
During 2012, petitioners owned and rented two real estate properties in Hawaii. They purchased the first property, ("BH"), in September 2003 for $1,600,000. They purc...
Baker Hughes Will Write-Off 75 Percent Of Its Goodwill Balance
April 15, 2020 - Bulletin Print Report
Baker Hughes, ("BKR"), in light of the "significant decline in oil and gas prices and the COVID-19 Pandemic," decided it could not wait until July 1st to pe...
Split-Off Preceded By Property Exchange
April 15, 2020 - Volume 14 Issue 72 Print Report
D has outstanding a single class of stock. A and B own all shares of D stock, each owning "a" shares. D is engaged in Business A and in Business B. <...
Lack Of Intent To Deceive Prevents Theft Loss Deduction
April 15, 2020 - Bulletin Print Report
On June 1, 2006, the Ss and MRSL closed the escrow for the "P" property. Shortly after moving into the P property, petitioners had problems with the well-water system...
Provider Of "VOIP" Services Required To Collect "E911" Tax
April 15, 2020 - Bulletin Print Report
TP is a foreign corporation with its commercial domicile in California. TP provides Voice over Internet Protocol, ("VOIP"), services. TP's VOIP equipment allows O...
Xperi And TiVo Have A Number Of Tax Hurdles To Surmount
April 14, 2020 - Bulletin Print Report
The merger of Xperi Corporation, ("XC"), with TiVo Corporation, ("TV"), seems to be on schedule with a second quarter closing anticipated. The merger is str...
Determining Sec. 304's "Value Test"
April 14, 2020 - Volume 14 Issue 71 Print Report
I owned all ofthe outstanding stock of Y. I and C, a person not related to I, together owned all of the outstanding stock of X. I owned the Class B stock (44 sh...
Purchases By Utility Of Electricity Subject To Sales Tax
April 14, 2020 - Bulletin Print Report
Petitioner, ("P"), is a New York public utility that provides telecommunication services to consumers nationwide. In November 2013 and August 2014, P applied for refu...
A Blog Is Not An "Other Publication"
April 14, 2020 - Bulletin Print Report
The City requests an advisory opinion regarding the exemption for newspapers, magazines, newsletters and other publications for purposes of the Business, Professional and Occup...
UBS Executive Denied Connecticut Resident Tax Credits
April 13, 2020 - Bulletin Print Report
MRC and MRSC, husband and wife, were domiciled in, and residents of, Connecticut, ("CT"), for the tax years 2005, 2007, and 2008. During the tax years, MRC, an execut...
Roof Replacement Expenses Must Be Capitalized
April 13, 2020 - Bulletin Print Report
Plaintiffs, ("Ps"), purchased the CD property, ("CDP"), on June 8, 1977 for $43,000. The CDP has a "steep roof" or a "steep pitch roof."...
Subordination Payments Are Rents From Real Property
April 13, 2020 - Volume 14 Issue 70 Print Report
An unincorporated trust, otherwise qualifying as a real estate investment trust, (REIT), under Sec. 856 of the Internal Revenue Code, acquired the fee interest only i...
Correction Instrument Not Effective To Eliminate Real Estate Transfer Tax
April 9, 2020 - Bulletin Print Report
S is a limited liability partnership. On January 12, 2016, an Electronic Real Estate Transfer Return, ("eRETR"), was filed reporting the December 29, 2015 conveyance...
Lottery Winnings Not Constructively Received
April 9, 2020 - Volume 14 Issue 69 Print Report
In 1989, J was employed as a clerk at Nigeria's New York City Consulate. After purchasing 12 $1 lottery tickets, he hit the jackpot, winning a grand total of $26,...
Substance Over Form Doctrine Informs Insolvency Determination
April 9, 2020 - Bulletin Print Report
MRH borrowed more than $150,000 to pay costs associated with medical school for his son. These loans were fully discharged in 2011. That same year, MRHreceived a non-taxa...
Child Contingency Turns Deductible Alimony Into Child Support
April 8, 2020 - Bulletin Print Report
Petitioner, ("P"), and his former spouse were married for 14 years and had four children together before they officially dissolved their marriage on April 19, 2010. T...
Taxpayer Eligible For Wholesale Sales Exemption From Use Tax
April 8, 2020 - Bulletin Print Report
PF purchases meals from a third party, HSG, without paying sales tax; provides the meals to its residents as a component of its nursing home services; and includes the cost of...
Real Estate Taxes Paid By Lessee Are Rents From Real Property
April 8, 2020 - Volume 14 Issue 68 Print Report
In its operations, an unincorporated trust, otherwise qualifying as a real estate investment trust, (REIT), purchased the land underlying an apartment complex and acq...
Environmental Credit Sales Give Rise To Business Income
April 8, 2020 - Bulletin Print Report
American Honda Motor Company, Inc., ("AH"), is the principal United Statessubsidiary of Honda Motor Co., a Japanese corporation. AH has a long-standing traditio...
UTX And RTN Have Combined To Form RTX
April 7, 2020 - Bulletin Print Report
On Friday, April 3, 2020, Raytheon Technologies Corporation, ("RTX"), was born. RTX is the product of the highly touted "merger of equals" transaction in wh...
Repurchasing Escrowed Stock
April 7, 2020 - Volume 14 Issue 67 Print Report
Under a plan of reorganization, Y Corporation, (Y), acquired all ofthe properties of X Corporation, (X), solely in exchange for 40,000 shares of voting common s...
Film Exhibition Costs Are Not "Cost Of Goods Sold"
April 7, 2020 - Bulletin Print Report
Since 1893, the State of Texas has imposed a franchise tax on most domestic and foreign corporations operating in this State. Determining a taxable entity's franchise tax l...
Rental Fees Are Not Tax-Exempt "Demurrage"
April 7, 2020 - Bulletin Print Report
Airgas, ("AG"), sells industrial, medical, and welding gases. Its customers take delivery of the gases in steel cylinders that AG owns. AG charges a rental fee of 12...
The "SRP" Is Not An "Excise Tax On A Transaction"
April 6, 2020 - Bulletin Print Report
Debtor, ("D"), filed a voluntary petition for relief under Chapter 13 of the U.S. Bankruptcy Code on August 12, 2019. The I.R.S. filed a proof of claim, ("Claim&...
Undistributed 'S' Corporation Income Is Not Debt
April 6, 2020 - Bulletin Print Report
Atek was an 'S' corporation formed in 1996 by AT and EK. Atek was a construction company. In 2002, AT gave 10 percent of his stock to MT. For tax years 2002 and 2003, A...
Lawsuit Settlement Agreements Are Binding Contracts
April 6, 2020 - Bulletin Print Report
D appealed the local property tax assessments on his commercial properties. On February 21, 2019, the parties entered into a stipulation of settlement reducing saidassess...
When Is Cosmetic Surgery Medical Care?
April 6, 2020 - Volume 14 Issue 66 Print Report
TPA undergoes mastectomy surgery that removes a breast as part of treatment for cancer and pays a surgeon to reconstruct the breast.  ...
Investment Adviser Relegated To Place Of Performance Sourcing
April 3, 2020 - Bulletin Print Report
P is incorporated under the laws of New York. P is a wholly owned subsidiary of BTG S.A. BTG S.A. is a wholly owned subsidiary of BSA. P is the sole member of US BD and US AM....
Tardy Taxpayer Denied Adoption Tax Credit
April 3, 2020 - Bulletin Print Report
S's adoption of her son, a child with "special needs," was finalized in 2003, but S did not claim a credit for "qualified adoption expenses" for the 200...
Calculating a REIT's NOL
April 3, 2020 - Volume 14 Issue 65 Print Report
TP is a REIT. For its taxable year ended Date 2, TP had a net capital gain of approximately "$a." For the same taxable year, TP generated a net operating lo...
MSG Board Approves Spin-Off
April 2, 2020 - Bulletin Print Report
On March 31, 2020, the Board of Directors of Madison Square Garden, Inc., ("Registrant"), approved the distribution to its shareholders of the common stock of a newly...
T-Mobile And Sprint Complete Their Business Combination
April 2, 2020 - Bulletin Print Report
Ironically, April 1, 2010 is now officially the date on which the long-awaited, and seemingly doomed, business combination of T-Mobile US, Inc., ("T"), and Sprint Cor...
Real Estate Partnership Is Not An Exempt "Investment Partnership"
April 2, 2020 - Bulletin Print Report
1. Partnership, ("PS"), is a Limited Partnership owned by six limited partners. 2. PS owns real estate in North Carolina, ("NC"). 3. One of the partners res...
Services Did Not "Taint" Otherwise Qualifying Rents
April 2, 2020 - Volume 14 Issue 64 Print Report
X is a REIT. X had contracted with an independent contractorto provide services and perform managerial and operational functionswith respect toits c...
Are Stock Dividends In The Offing For REITs?
April 1, 2020 - Bulletin Print Report
In order for a real estate investment trust, ("REIT"), to maintain its tax status it must, among other things, distribute to its shareholders at least 90 percent of i...
Indefinite Assignment Shifts Location Of "Tax Home"
April 1, 2020 - Bulletin Print Report
B operates a "concierge CFO" business called "Project Next," ("PN"), in which he contracts with companies to manage their finances and to lead and...
Where Do LendingTree's Customers Receive The Benefit Of Its Service?
April 1, 2020 - Bulletin Print Report
LendingTreeLLC, ("L"), operates an online loan marketplace that matches prospective borrowers with potential lenders. Interested borrowers can complete an onlin...
Terminating the Two-Person Partnership
April 1, 2020 - Volume 14 Issue 63 Print Report
In 1946, Mr. McClausen, (M), and his brother, (B), formed a partnership to engage in the floral business. On October 17, 1956, M and B executed an agreement which pro...
Convenience And Order Processing Fees Not Subject To Sales Tax
March 31, 2020 - Bulletin Print Report
The taxpayer, ("TP"), operates the Event Center in Salt Lake City, Utah. The Utah Jazz play their home games at the Event Center. TP sells tickets to the events held...
When Is A Dividend Includible In Gross Income?
March 31, 2020 - Volume 14 Issue 62 Print Report
P is a wholly-owned subsidiary of FW, a publicly held resident foreign corporation organized under the laws of the U.K. . P owns all of the stock of E, a Canadian cor...
Parking Revenues Qualify As "Rents From Real Property"
March 31, 2020 - Bulletin Print Report
TP and REIT A, (together, "Companies"), have each elected to be taxed as a REIT. REIT A and LLC, a REIT,plan to develop an unimproved parcel in Area, ("Par...
When Can A Delaware Corporation Repurchase Its Stock?
March 31, 2020 - Bulletin Print Report
At the risk of incurring the wrath of certain politicians, those corporations who are not participating in government loan programs (and are therefore temporarily barred from r...
Termination Of A Trust Is Not Analogous To A Merger
March 30, 2020 - Bulletin Print Report
Per Illinois Code, a tax is imposed on the privilege of using any motor vehicle acquired by...transfer... Similar language is used for the Aircraft and Watercraft Use Tax. In 2...
Supreme Court Approves Use Of "But For" Causation Test
March 30, 2020 - Bulletin Print Report
Mr. B.A. owns Entertainment Studios Network, ("ESN"), the operator of seven television networks. ESN sought to have Comcast, ("C"), carry its channels. C re...
Airbnb, Inc. Does Not Exercise A Taxable Privilege
March 30, 2020 - Bulletin Print Report
The Companies each manage an online platform that permits property owners or their agents, ("Owners"), to list and advertise their properties for short-term accommoda...
Guaranteed Payments Deductible For NYC UBT Purposes
March 30, 2020 - Volume 14 Issue 61 Print Report
Petitioner, an Ohio limited partnership, owns and operates the New York Yankees. Five limited partners withdrew from the partnership and, pursuant to the partnership...
Cruise Lines Appear To Be Ineligible For Loan Guarantees
March 27, 2020 - Bulletin Print Report
The cruise line companies are able, for the most part, to avoid U.S. tax consequence with respect to the income they earn "from the international operation of ships...&quo...
A Mixture Of Butane And Gasoline Is Not An "Alternative Fuel Mixture"
March 27, 2020 - Bulletin Print Report
Plaintiff, ("P"), alleges that it is a producer of a mixture of butane and gasoline. P filed amended returns that claimed the alternative fuel mixture credit, ("...
Another Victory For Fannie Mae and Freddie Mac
March 27, 2020 - Volume 14 Issue 60 Print Report
Hall County, Georgia, argues that it is entitled to collect taxes from theDefendants pursuant to O.C.G.A. Sec. 48-6-1. That statute imposes a tax "on each...
The Senate COVID-19 Bill Features Certain Significant Tax Provisions
March 26, 2020 - Bulletin Print Report
While tax relief is hardly the principal focus of the Senate's attempt to soften the economic blow that COVID-19 is visiting on the country, there are certain interesting a...
Bakery Had No "Nexus" With Florida
March 26, 2020 - Bulletin Print Report
TP is an "X" corporation. It is a bakery solely dedicated to the exclusive manufacture and sale of brownies, cookies, and bars for human consumption. At times, TP'...
Casualty Loss Does Not Generate Sales Tax Refund
March 26, 2020 - Bulletin Print Report
On December 22, 2010, DG purchased a 2008 Toyota Camry. On June 10, 2019, DG and her husband, PG, purchased a 2016 Toyota Prius. On August 30, 2019, DG suffered a "compreh...
Classifying Expenses Incurred By a Bankruptcy Trustee
March 26, 2020 - Volume 14 Issue 59 Print Report
M Corporation, (M), reported its income under the accrual method. During 1973, M filed a petition for a reorganization under Chapter X of the Bankruptcy Act. A was ap...
Butane Classified As A "Taxable Fuel"
March 25, 2020 - Bulletin Print Report
In 1954, Congress enacted Sec. 4081, which imposesa tax on the removal, entry, or sale of a taxable fuel . Sec. 4083 defines taxable fuels subject to Sec. 40...
Foreign Commerce Qualifies As "Interstate" Commerce
March 25, 2020 - Bulletin Print Report
Company, ("C"), is a foreign corporation. C has neitheroffices nor "presence" in Illinois. C is global aircraft leasing company. C engages in buying,...
Conveyance of Condominium Units Not Subject To The "Mansion Tax"
March 25, 2020 - Volume 14 Issue 58 Print Report
Petitioner, (P), is the sponsor of the "X" Hotel New York (Hotel). The Hotel is a high-rise luxury hotel condominium located in Manhattan, consisting of app...
The Allure Of "Market Discount" Preferred Stock
March 24, 2020 - Bulletin Print Report
On March 23, 2020, in Barron's, the always informative Andrew Barypointed out that many preferred securities, issued in many cases by household names such as Wells Fa...
Treating Myopia Constitutes Medical Care
March 24, 2020 - Volume 14 Issue 57 Print Report
A has an optical disorder known as "myopia" (nearsightedness) and is considering undergoing a procedure to correct this condition. Myopia occurs when the ey...
Limestone Purchases Exempt From Sales And Use Tax
March 24, 2020 - Bulletin Print Report
Nelson Industrial Steam Company, ("N"), produces electricity by burning petcoke to create steam that turns turbines to generate electricity for its own use and for re...
No "Prior Transfer Credit" Against Illinois Estate Tax
March 24, 2020 - Bulletin Print Report
SM died on May 21, 2015, leaving behind an estate valued at approximately $6.57 million. SM's parents preceded her in death. In 2007, SM's mother, LM, died, leaving SM...
The Willens Deal Survey March 2020
March 23, 2020 - The Deal Survey: March 2020 Print Report
Welcome to our summary of deals for March 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.
Claim For Reimbursement Prevents Theft Loss Deduction
March 23, 2020 - Bulletin Print Report
Petitioner, ("P"), amended her 2017 income tax return to claim a theft loss on Schedule A for money she invested in KAI, a "Ponzischeme." The auditor...
WalMart Entitled To The "Freeport" Exemption
March 23, 2020 - Bulletin Print Report
WalMart, ("W"), filed with the Fayette County Board of Tax Assessors, (the "Board"), a business personal property tax return on March 24, 2017, for two cate...
Taxpayer Found To Be An Investor
March 23, 2020 - Volume 14 Issue 56 Print Report
M incorporated C in December, 1982, to oversee money managers charged with investing certain of his assets. M was the sole shareholder and president of C. &...
Automatic Filing (And Payment) Extension Instituted By Treasury Dept.
March 21, 2020 - Bulletin Print Report
Sec. 7508Aof the Internal Revenue Code provides the Secretary of the Treasury, or his delegates, ("Secretary"), with authority to postpone the time for performi...
BNY's Lien Was Not "Choate"
March 20, 2020 - Bulletin Print Report
ALL issued a homeowner's insurance policy, (the "Policy"), to the Cs for their home in Southampton, New York. On March 6, 2015, the property sustained damage and...
Land Surveying Is Within The "Field of Engineering"
March 20, 2020 - Volume 14 Issue 55 Print Report
The taxpayer, Kraatz & Craig Surveying, Inc., (KCS), is in the business of surveying land. KCS does not have any employees who are licensed engineers. At issue is...
Cincinnati Bell Finally Chooses A Suitor
March 20, 2020 - Bulletin Print Report
Cincinnati Bell, ("CB"), proved to be a very attractive target. After being pursued by several suitors, it has now entered into an Agreement and Plan of Merger with R...
Room Furnishings Not Resold To Hotel Guests
March 20, 2020 - Bulletin Print Report
DHC owned DIS and managed several dozen hotels in Missouri, ("DH"). DIS sells furnishings and supplies, ("room furnishings"), to the hotels managed by DHC....
April 15th Federal Tax Payments Are Postponed
March 19, 2020 - Bulletin Print Report
On March 13th, the President issued an emergency declaration, ("Emergency Declaration"). The Emergency Declaration instructed the Secretary of the Treasury "to p...
"Recognized" Losses Reduce E&P Of a CFC
March 19, 2020 - Volume 14 Issue 54 Print Report
P owns all of the voting stock of S, a controlled foreign corporation (CFC) within the meaning of Sec. 957(a). S owns all of the voting stock of S1, a foreign corpora...
Aircraft Found Subject To California Use Tax
March 19, 2020 - Bulletin Print Report
Appellant, ("APP"), purchased the aircraft in question on December 30, 2004 in California. The aircraft was first functionally used in California. The seller of the a...
BEP Plans To Roll Up TERP
March 19, 2020 - Bulletin Print Report
From what we can gather, Brookfield Renewable Partners, L.P., ("BEP"), is owned by Brookfield Asset Management, Inc., ("BAM"), and by the public. BEP, in tu...
Sec. 351(a) Supersedes The "Assignment of Income" Doctrine
March 18, 2020 - Volume 14 Issue 53 Print Report
A conducted a medical practice as a sole proprietorship, the income of which was reported on the cash receipts and disbursements method of accounting.  ...
FLWS Will Be Buying A "Disregarded Entity"
March 18, 2020 - Bulletin Print Report
Recently, 1-800-FLOWERS.COM, ("FLWS"), announced the signing of a definitive agreement to acquire PERSONALIZATIONMALL.COM, ("PM"). PM is a limited liability...
Legal Fees Allocable To Tax-Exempt Income Not Deductible
March 18, 2020 - Bulletin Print Report
In July 2011, JK appointed D to serve as a Circuit Court judge. In November 2012, D was elected to a six-year term. His term of office expired on January 7, 2019. The OCJFD&nbs...
Intuit Cannot Compel Arbitration
March 18, 2020 - Bulletin Print Report
Intuit, Inc., ("II"), owns TurboTax, ("TT"), an online tax preparation service. In 2002, II and several other tax preparation services entered into an agree...
Statutory Apportionment Formula Found To Be Unconstitutional
March 17, 2020 - Bulletin Print Report
MLI was an 'S' corporation headquartered in Big Lake, Minnesota. At no time did MLImaintain a permanent business location in Michigan or retain permanent employee...
Taxation Of "FHPs" Is Not Unconstitutional
March 17, 2020 - Bulletin Print Report
Appellants, ("APPs"), filed applications for refunds of sales tax they paid for feminine hygiene products, ("FHPs"). Their claims for refund were denied. Th...
Broker's Tax Home Was The Location Of His Clients
March 17, 2020 - Bulletin Print Report
Z is a broker specializing in helping high technology companies meet their needs for what he terms the "necessary evil" of office space. Most of his clients are headq...
Amounts Paid For Diagnostic Procedures Are Deductible
March 17, 2020 - Volume 14 Issue 52 Print Report
TPA undergoes an annual physical examination, which is performed by a physician. TPA pays for the physician's services and for laboratory tests. &...
Equitrans Midstream Corporation To "Roll Up" EQM
March 16, 2020 - Bulletin Print Report
Equitrans Midstream Corporation, ("EMC"), was spun-off from EQT on November 12, 2018. In fact, only 80.1 percent of the stock of EMC was distributed by EQT on that da...
California Resident Runs Afoul Of The "Duty Of Consistency"
March 16, 2020 - Bulletin Print Report
From 2000 through 2004, appellants, ("APPs"), acting through Trust, purchased 157 shares of stock of Kiwi for $3,198,862. According to Annual Information Statements i...
State Acted As A Market Participant Not As A Regulator
March 16, 2020 - Bulletin Print Report
The Indiana East West Toll Road is one of several east-west routes across Indiana from the Illinois Border to the Ohio Border, but it is Indiana's only toll road. The India...
Depreciation Is Not A Medical Expense Deduction
March 16, 2020 - Volume 14 Issue 51 Print Report
The issue is whether petitioners are entitled to deduct depreciation as a medical expense under Sec. 213. Petitioners' so...
PEP'S Acquisition Of Rockstar Energy Beverages Has "Up-C" Overtones
March 13, 2020 - Bulletin Print Report
Pepsico, Inc., ("PEP"), announced that it has entered into an agreement to acquire Rockstar Energy Beverages, ("REB"), "the popular energy drink maker,...
Termination Payments Are Not Eligible For Capital Gain Treatment
March 13, 2020 - Volume 14 Issue 50 Print Report
B worked as an insurance agent for State Farm Insurance Company (SFIC) from 1963 to 1997 and conducted business as the WLBIA....
Tenants By The Entirety Are "One Person In Law"
March 13, 2020 - Bulletin Print Report
On April 30, 2018, Husband, ("H"), sold an automobile. In May 2018, Wife, ("W"), purchased an automobile. The discrepancy in titled owners was later noticed...
USPS Postmark Trumps A Private One
March 13, 2020 - Bulletin Print Report
On November 30, 2017, respondent mailed petitioners, ("Ps"), by certified mail to their last known address, a notice of deficiency for tax year 2015. The notice of de...
Tesco plc Announces Massive "Special Dividend"
March 12, 2020 - Bulletin Print Report
Tesco plcmade a stunning announcement recently regarding certain transformative transactions it has agreed to pursue. Thus, the company announced that it has entered into...
California Residents Not Allowed An "OSTC" For Arizona Taxes
March 12, 2020 - Bulletin Print Report
Appellants, ("APPs"), were California residents in 2014. In 2014, APPs, sensing a market opportunity, sold property situated in Arizona, which resulted in them recogn...
Sec. 72(t) Withstands "Rational Basis" Scrutiny
March 12, 2020 - Bulletin Print Report
Petitioner, ("P"), was a resident of Wisconsin. In 2008, when she was not yet 59 1/2 years of age, was not disabled, and was not eligible for any of the exceptions de...
Treatment For Obesity Is Medical Care
March 12, 2020 - Volume 14 Issue 49 Print Report
Taxpayer A is diagnosed by a physician as obese . Taxpayer B, by contrast, is not obese but suffers from hypertension. Taxpayer B has been directed by a physi...
CODI To Acquire A "Pass-Through" Entity
March 11, 2020 - Bulletin Print Report
Compass Diversified Holdings, ("CODI"). announced that it has entered into a definitive agreement to acquire Baton Rouge, Louisiana-based Marucci Sports, LLC, ("...
Limited Deduction for Charitable Contribution of "Sec. 306" Stock
March 11, 2020 - Volume 14 Issue 48 Print Report
In a tax-free reorganization, the petitioner, (CP), a individual, merged his six controlled corporations with andinto L Corporation, (L). In the merger, among o...
No Transfer Of Possession Or Control Of Gymnasium Equipment
March 11, 2020 - 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...
Services Performed By JV Are Treated As Performed By TRS
March 10, 2020 - Volume 14 Issue 47 Print Report
R is a real estate investment trust, (REIT). R owns and operates rental apartment properties in several major metropolitan areas. In 2002, R formed T to provide servi...
Aon To Combine With Willis Towers Watson
March 10, 2020 - Bulletin Print Report
Aon plc, ("AON"), and Willis Towers Watson plc, ("WLTW"), announced a definitive agreement to combine "in an all-stock transaction" with an implie...
Real Property Found To Be A Commercial Hotel
March 10, 2020 - Bulletin Print Report
During the years at issue, B owned a four-story building that contained 124 private rooms and was situated on approximately two acres of land in Fort Wayne, Indiana. Each room...
Sales Tax Is Imposed On "Retail Sales" Of Tangible Personal Property
March 10, 2020 - Bulletin Print Report
PC LLC is an automobile sales and service group that wholly owns a number of luxury car dealerships, each of which is organized as a limited liability company. Petitioner, (&qu...
Dividends Eligible For The DRD Constitutes "Income Not Taxable"
March 9, 2020 - Bulletin Print Report
G is a New York corporation headquartered in St. Louis, Missouri. G filed as a C corporation for both federal and North Carolina, ("NC"), tax purposes. G is the paren...
Separated Spouse Not Entitled To Interest And Property Tax Deductions
March 9, 2020 - Bulletin Print Report
In 2015, MRV and MSV were separated while a divorce proceeding was pending in the Circuit Court. Throughout that year, MSVlived in the marital home. The parties had a not...
MCK Sets Final Exchange Ratio For Split-Off Of PF2 SpinCo, Inc.
March 9, 2020 - Bulletin Print Report
McKesson Corporation, ("MCK"), is in the final stages of one of the more interesting transactions we have encountered, involving a "split-off" of the stock...
Is Income Derived From Selling Call Options UBTI?
March 9, 2020 - Volume 14 Issue 46 Print Report
An organization which is exempt from income tax under Sec. 501(c)(3) regularly sells call optionson certain securities held in itsin...
Real Estate Transfer Fee Applied To "Deed In Lieu" Transaction
March 6, 2020 - Bulletin Print Report
On or about December 31, 2014, a real estate transfer return was filed reporting the conveyance of real estate, (the "Property"), from W to MSCvia Specialty War...
Commitment Fees Are Not Interest
March 6, 2020 - Volume 14 Issue 45 Print Report
A real estate investment trust, (REIT), invests in construction and development first mortgage loans. In connection with making aconstruction loan,the REI...
Non-Defendant Spouse's IRA Available For Garnishment
March 5, 2020 - Bulletin Print Report
G pled guilty and was convicted of wire fraud, mail fraud, and falsifying a tax return, all in connection with the ongoing theft of funds from her employers. She was ordered to...
Homestead Exemption Denied Disabled Veteran
March 5, 2020 - Bulletin Print Report
On March 24, 1995, a trial court in Wayne County, Michigan sentenced the defendant, SM, to three life sentences for one count of second-degree murder...and two counts of assaul...
Expanding An Existing Business
March 5, 2020 - Volume 14 Issue 44 Print Report
TP was incorporated on "a." TP manufactures and sells fragrances and cosmetics, and imports and distributes ready-to-wear clothing and accessory items. TP i...
Air Carrier Did Not Qualify As A Statutory "Hub Facility"
March 4, 2020 - Bulletin Print Report
The Wisconsin Department of Revenue, (the "Department"), assesses the total market value of the property of the air carrier companies, and then calculates the percent...
Lodging Expenses Are Not Medical Care
March 4, 2020 - Volume 14 Issue 43 Print Report
The taxpayer was an attorney practicing law in Newark, New Jersey. In December, 1943, when he was 43 years of age and had suffered four heart attacks during the previ...
Gain From Sale Of Intangible Assets Is "Business Income"
March 4, 2020 - Bulletin Print Report
X corporation, ("X"), is a wholly-owned subsidiary of Y corporation, ("Y"). X operated a pork business as part of its portfolio of agricultural products. X...
Xerox Launches Tender Offer (To Be Followed By A Merger) For HP
March 3, 2020 - Bulletin Print Report
Xerox Holdings Corporation, ("Xerox"), has made good on its threat to take its acquisition offer directly to the shareholders of HP, Inc., ("HP"). Thus, XHC...
Debt Retirement In a Sec. 332 Liquidation
March 3, 2020 - Volume 14 Issue 42 Print Report
The question is whether upon the liquidation of its subsidiary in 1940 the corporation (D) of which the petitioner is the transferee realized taxable income of $310,9...
Loss Limitation Rules Apply For Purposes Of Computing "NESE"
March 3, 2020 - Bulletin Print Report
LLC elected to be treated as a partnership. LLC has three members, MA, MB, and MC. All three are general partners. During the tax year X, LLC had a current year operating loss....
New York Court Declines To Apply "Federal Conformity Principle"
March 3, 2020 - Bulletin Print Report
Petitioner, ("P"), filed a New York resident income tax return for tax year 2012. Line 71 showed "other refundable credits" of $783,807.00. In 2012, P owned...
Broker-Dealer's Registered Representatives Belong In Payroll Factor
March 2, 2020 - Bulletin Print Report
Seattle's "B&O" Tax uses a two-factor apportionment method to calculate taxable revenue for service related businesses. One of these factors, the "payrol...
Private Companies Did Not Qualify As "Common Carriers"
March 2, 2020 - Bulletin Print Report
Petitioner, ("P"), purchases and delivers Yellow Pages telephone directories throughout the United States, including New York. The directories are delivered to busine...
Collection Of Income Not A Prerequisite To A "Trade Or Business"
March 2, 2020 - Bulletin Print Report
Distributing, ("D"), is publicly traded and owns all of the stock of Sub 1. D is an "Industry A" corporation. Industry A corporations seek to create "I...
Is Money Property?
March 2, 2020 - Volume 14 Issue 41 Print Report
The question is whether the term, property, includes money within the purview of the predecessor of Sec. 332 which reads: no gain or loss shall be recognized upon the...
Single Member LLC Is A Distinct Legal Entity
February 28, 2020 - Bulletin Print Report
On or about October 28, 2019, the taxpayer, ("TP"), an individual, purchased a motor vehicle. On December 9, 2019, the Department of Finance and Administration (the &...
Loss Distributed To Single Member LLC Is Considered A Partnership Loss
February 28, 2020 - Bulletin Print Report
S formed B as a single member limited liability company. B is a disregarded entity for federal income tax purposes. B is a 50 percent partner in FS. FS is classified as a partn...
Expenses Found To Be "Pre-Opening" Expenses
February 28, 2020 - Volume 14 Issue 40 Print Report
B is the parent of several subsidiaries, one of which owned KI. KI was incorporated in Florida in July 1973 for the purpose of operating a marina. KI bought a marina...
Can Liberty Media Redeem Its SiriusXM Tracking Stock Tax Efficiently?
February 28, 2020 - Bulletin Print Report
Liberty Media's Sirius XM tracking stock is trading at a substantial discount to the "asset based" stock, i.e., the stock of Sirius XM Holdings, Inc., that the tr...
L Brands To Dispose Of A Majority Stake In Victoria's Secret
February 27, 2020 - Bulletin Print Report
L Brands, Inc., ("LB"), and Sycamore Partners, ("Sycamore"), recently announced a "strategic transaction." Under the terms of the transaction, Vic...
Disclosure Not Sufficient To Start The ERISA Statute Of Limitations
February 27, 2020 - Bulletin Print Report
Retirement plans governed by ERISAmust have at least one named fiduciary who must manage the plan "prudently" and "solely in the interests of participants...
Supreme Court Eliminates "Bob Richards" Rule
February 27, 2020 - Bulletin Print Report
United Western Bank, ("UWB"), entered receivership and the Federal Deposit Insurance Corporation, ("FDIC"), took the reins. Not long after, UWB's parent...
Husband Denied First-Time Homebuyer Credit
February 27, 2020 - Volume 14 Issue 39 Print Report
T purchased a home in July, 2009 and filed Form 5405 in that year to receive the $8,000 tax credit for first-time homebuyers....
Distribution of Encumbered Property By a Partnership
February 26, 2020 - Volume 14 Issue 38 Print Report
A and B are general partners in M, a general partnership, which was formed for the purposes of owning and operating shopping centers. &nbs...
Guard Services Are Always Subject To New York Sales Tax
February 26, 2020 - Bulletin Print Report
Petitioner, ("P"), was engaged in a project that consisted of the development of a parcel of real estate located in the City of New York, (the "Project"). T...
Intuit To Annex Credit Karma
February 26, 2020 - Bulletin Print Report
Intuit, Inc., in one of the larger deals of the past few years, announced that it has agreed to acquire a privately held entity, named Credit Karma, for approximately $7.1 bill...
No Statute Of Limitations On Assessment Of "ESRP"
February 26, 2020 - Bulletin Print Report
Sec. 4980Hof the Code creates two assessable penalties, one that is applicable when an Applicable Large Employer, ("ALE"), fails to offer its full-time employee...
WFC Cannot Take A Tax Deduction For The "Settlement Amount"
February 25, 2020 - Bulletin Print Report
Recently, Wells Fargo & Company, ("WFC"), entered into a settlement agreement, (the "Settlement Agreement"), in which it was able to resolve certain cla...
Distribution In Anticipation of Future Profits Is a Return of Capital
February 25, 2020 - Volume 14 Issue 37 Print Report
The Partnership owned all of the stock of the Corporation. Prior to the end of the Corporation's 1969 tax year, the Partnership held the Corporation's note fo...
Back Wages Properly Excluded From Gross Income
February 25, 2020 - Bulletin Print Report
Are payments in the form of back pay made to U.S. military service members following the reversal of a court martial conviction considered a civil damage, restitution, or other...
Guaranteed Debt Treated As Recourse To The Guarantor
February 25, 2020 - Bulletin Print Report
B owned a medical services company, AHM. AHMwas a C corporation during 2008 and 2009 and an 'S' corporation beginning in 2010. In addition, B owned MLLC, a disreg...
CVRs Will Be Treated As "Boot" In Lantheus/Progenis Reorganization
February 24, 2020 - Bulletin Print Report
LantheusHoldings, Inc., ("LHI"), and Progenis Pharmaceuticals, Inc., ("PPI"), have entered into an Amended and Restated Agreement and Plan of Merger....
MS's Acquisition Of EFTC Will Qualify As A Reorganization
February 24, 2020 - Bulletin Print Report
Morgan Stanley, ("MS"), and E*TRADE Financial Corporation, ("EFTC"), have entered into a definitive agreement under which MS will acquire EFTCin an &q...
No Bankruptcy Priority For Unpaid "Shared Responsibility" Delinquency
February 24, 2020 - Bulletin Print Report
The Affordable Care Act, ("ACA"), requires most Americans to "ensure" thatthey carry qualifying health insurance. This requirement is commonly known a...
Late Filing Penalty Upheld
February 24, 2020 - Volume 14 Issue 36 Print Report
Petitioner, (P), filed his tax return for 2010 on May 20, 2011, about a month after the due date for such return. The return showed a refund due of $25. The I.R.S. di...
Option Had No Readily Ascertainable Value
February 21, 2020 - Volume 14 Issue 35 Print Report
P received a nonqualified stock option in 1977 as partial compensation for underwriting a stock offering on behalf of I. At the time of receipt, I options were not pu...
XBIT Announces The Results Of Its "Partial Liquidation" Tender Offer
February 21, 2020 - Bulletin Print Report
XBiotech, Inc., ("XBIT"), announced the final results of its "modified Dutch auction" tender offer which, from the company's viewpoint, was an unmitigat...
Constitutional Language Renders Implementing Statutory Provision Invalid
February 21, 2020 - Bulletin Print Report
B is a widow who owns and resides on real property located in HillsboroughCountry, Florida. She was married to a member of the U.S. Army who was killed in action in Iraq...
Amended Federal Return Not Required For Filing Virginia Amended Return
February 21, 2020 - Bulletin Print Report
Corporation A and Corporation B are affiliates wholly owned by Taxpayer. Corporation A and Corporation B jointly owned CLLC, a limited liability company treated as a partnershi...
No Deductible Loss on Settlement of Forward Contract
February 20, 2020 - Volume 14 Issue 34 Print Report
Corporation A, (CA), agreed to buy back a certain number of its ownshares for a set price on various dates. Each contract could be settled in one of three ways:...
Alstom's Acquisition Of Bombardier Transportation Not Eligible For "Bump"
February 20, 2020 - Bulletin Print Report
Alstomrecently inkeda Memorandum of Understanding, ("MOU"), with the shareholders of Bombardier Transportation, ("BT"), Bombardier Inc. and CDPQ...
Deferred Compensation Payments Are Subject To "SE" Tax
February 20, 2020 - Bulletin Print Report
D received $115,260.96 in payments from Mary Kay Cosmetics, Inc., ("MK"), during each of 2014 and 2015. MK issued Form 1099-MISC for each year, designating the income...
Stepping Up The Basis Of A REIT's Assets
February 20, 2020 - Bulletin Print Report
Amherst Residential LLC, ("AMH"),and Front Yard Residential Corporation, ("FY"), a real estate investment trust, ("REIT"), recently announce...
The Willens Deal Survey February 2020
February 19, 2020 - The Deal Survey: February 2020 Print Report
Welcome to our summary of deals for February 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....
Refunds Of Overpayments Of Excise Taxes
February 19, 2020 - Volume 14 Issue 33 Print Report
A U.S. company imports sports fishing equipment from a foreign country. The equipment, which is subject to excise tax under Sec. 4161, was made in the foreign country...
Omission Of Basis Information Causes Loss Of Charitable Deduction
February 19, 2020 - Bulletin Print Report
Before August 2007, A owned thousands of acres of undeveloped forest property in Georgia. On August 1, 2007, A sold 1,895 acres to HRH. O is a partnership. On December 1, 2009,...
Which Spouse Owns A Tax Refund?
February 19, 2020 - Bulletin Print Report
M owned S, (the "Debtor"). The Debtor's largest creditor was T, to which it owed more than $3 million. T's loans were secured by a blanket lien on most of the...
Non-Profit Corporation Not An "Arm Of The State"
February 19, 2020 - Bulletin Print Report
ARUPis a pathology laboratory located in Utah. It receives bodily fluid and tissue samples from medical providers in all 50 states and performs tests on the samples. Medi...
MGM Will Use Its "Levpar" Proceeds To Repurchase Stock
February 18, 2020 - Bulletin Print Report
MGM Resorts International, ("MGM"), in pursuing what the company has referred to as an "asset-light" strategy, has recently "monetized" many of it...
Ascertaining The Basis Of A Life Insurance Contract
February 18, 2020 - Bulletin Print Report
Sec. 1011 and 1012 of the Internal Revenue Code provide that the adjusted basis for determining gain or loss is generally the cost of property, adjusted as provided in Sec. 101...
PG&E's Disclosure Statement Provides A Wealth Of Tax Information
February 18, 2020 - Bulletin Print Report
PG&E Corporation, ("PCG"), and Pacific Gas & Electric Co., ("PGE"), PCG's"utility" subsidiary, are the "Debtors" in a...
Loan Fees Not UBTI
February 18, 2020 - Volume 14 Issue 32 Print Report
Trust X (TX) funds a pension plan that is qualified under Sec. 401(a) and is therefore tax exempt under Sec. 501(a). Company...
BLK To Donate "Appreciated Property" To The BLK Foundation
February 14, 2020 - Bulletin Print Report
BlackRock, Inc., ("BLK"), it seems safe to say, surprised investors with itsannouncement of a charitable contribution, not in the form of cash, but, instead, in...
Captive Automobile Finance Company Escapes Ohio's "CAT"
February 14, 2020 - Bulletin Print Report
HCA is a captive automobile finance company that "provides indirect retail vehicle loan and lease financing by purchasing retail installment sale contracts, ("RISCs&q...
Sec. 351 Bars a Qualified Stock Purchase
February 14, 2020 - Volume 14 Issue 31 Print Report
The stock of X Corporation, (X), was owned by individuals A, B, C, D, E, and F. In May, 1976, A retired and had all of his stock redeemed for cash. On or about June 1...
A Notice From The "AUR" Program Is Not An "Examination"
February 14, 2020 - Bulletin Print Report
In 2013, petitioner's mother died, and he inherited an IRA that she had inherited from petitioner's father. After petitioner inherited the IRA, he took distributions fr...
Interstate Pipeliner Taxed On Instrastate Receipts
February 13, 2020 - Bulletin Print Report
R is an interstate pipeline used for transporting natural gas. The pipeline is roughly 1,700 miles long and crosses through no fewer than eight states, including Ohio. R is reg...
Court Approves Sprint/T-Mobile Combination
February 13, 2020 - Bulletin Print Report
It now appears, thanks to a recent District Court ruling, that the long-awaited combination of Sprint Corporation, ("S"), and T-Mobile US, Inc., ("TMUS"), w...
The "MTAETL" Is Constitutional
February 13, 2020 - Volume 14 Issue 30 Print Report
In 2009, the New York State Legislature passed the Metropolitan Commuter Transportation Mobility Tax Law (the "MTAETL"). The tax was imposed on employers an...
SPG And TCO Will Undertake A "Forward Cash Merger"
February 12, 2020 - Bulletin Print Report
Simon Property Group, Inc., ("SPG"), and Taubman Centers, Inc. ("TCO"), each a real estate investment trust, ("REIT"), whose activities are conduc...
Personal Residence Not Qualified Replacement Property
February 12, 2020 - Volume 14 Issue 29 Print Report
In Rev. Rul. 70-466, 1970-2 C.B. 165, the taxpayer, an individual, owned a residence that was rented for residential purposes.  ...
Deed Restrictions Prevent Qualified Conservation Contribution
February 12, 2020 - Bulletin Print Report
RCH is treated as a partnership for federal income tax purposes. On September 23, 2013, Mr. A transferred a 51 percent undivided interest in the subject property to RCM. Mr. A...
"BEA" Payments Are Not Contributions to Capital
February 11, 2020 - Volume 14 Issue 28 Print Report
The "BEA" program, which isadministered by the U.S.Department of the Treasury,encourages financial institutions to open savings accounts,...
No Second Ownership Change For Bristow Group, Inc.
February 11, 2020 - Bulletin Print Report
Bristow Group, Inc., ("B"), emerged from bankruptcy last October with approximately $145 million in net operating losses that the company ishoping to utilize in...
Residence Subject To N.J. Estate Tax Upon Death Of Surviving Spouse
February 11, 2020 - Bulletin Print Report
New Jersey, ("N.J."), is one of a handful of states with an inheritance tax. A common estate planning strategy adopted by married couples, in light of that tax, is a...
Fantasy Sports Contests Constitute Prohibited "Gambling" In New York
February 10, 2020 - Bulletin Print Report
In August 2016, the New York Legislature amended the Racing,Pari-Mutuel Wagering and Breeding Law, (the "Law"), by adding an article related to the registration...
Reimbursement Payments Constitute Qualifying Income
February 10, 2020 - Bulletin Print Report
Taxpayer, ("TP"), is a real estate investment trust, ("REIT"). TP owns "a%" of a joint venture, ("JV"), which is treated as a partnershi...
FNF Will Acquire The Balance Of FG
February 10, 2020 - Bulletin Print Report
FGLHoldings, ("FG"), a Cayman Islands annuity and life insurance company, announced that it has entered into a merger agreement pursuant to which Fidelity Natio...
Exchanging Gold Bullion For Silver Bullion
February 10, 2020 - Volume 14 Issue 27 Print Report
Y owns "x" ounces of gold bullion which Y acquired on the spot market over a period of years and which itholds for investment purposes. The gold bulli...
Cleveland Can Tax A Non-Resident's Option Income
February 7, 2020 - Bulletin Print Report
W was employed by the Sherwin-Williams Company, ("S"), in Cleveland from 1980 until she retired in 2009 and moved to Florida. In 2007, S granted her options to purcha...
Only Partners Can Benefit From Carryovers Allowed By Sec. 704(d)
February 7, 2020 - Volume 14 Issue 26 Print Report
S entered PPP as a limited partner in December, 1967. S contributed $135,000 tothe partnership and received a 33.5 percent interest in the partnership. <...
Transfer Of Rights To Use Software Subject To Massachusetts Sales Tax
February 7, 2020 - Bulletin Print Report
During the relevant taxable periods, Citrix Systems, Inc., ("C"), sold subscriptions for three online software products. A shared attribute of these online products i...
Membership Fees Found Subject To Sales Tax
February 6, 2020 - Bulletin Print Report
Taxpayer, ("TP"), a business league exempt from federal income tax under Sec. 501(c)(6) of the Internal Revenue Code, is a not-for-profit professional membership asso...
MRK To Pursue "Leveraged" Spin-Off
February 6, 2020 - Bulletin Print Report
Merck, ("MRK"), surprised the market with theannouncement of its intention to effectuate a spin-off, in which MRKwill separate those of its businesses wit...
Expenses Incurred To Obtain Donated Eggs Are 'Medical Care'
February 6, 2020 - Volume 14 Issue 25 Print Report
Y has unsuccessfully undergone repeated assisted reproductive technology procedures to enable Y to conceive a child using her own eggs. &n...
Expenses Incurred Prior To Marketing Or Selling Are Not Deductible
February 6, 2020 - Bulletin Print Report
P is a practicing attorney. He practiced law through an 'S' corporation of which he is the sole owner. From 2005 to 2016, P was awarded seven patents in connection with...
Capital Is Not An "Exhausting" Asset
February 5, 2020 - Volume 14 Issue 24 Print Report
Petitioner is a mining corporation organized under the laws of the State of Colorado, in January, 1926, with a fixed period of existence of 20 years....
McKesson Will Be Undertaking A Split-Off "RMT" Transaction
February 5, 2020 - Bulletin Print Report
In March, 2017, McKesson Corporation, ("MCK"), and Change Healthcare, Inc., ("C"), formed a joint venture, treated as a partnership for tax purposes, called...
EPP And ETP Did Not Form An "Accidental" Partnership
February 5, 2020 - Bulletin Print Report
In March 2011, Enterprise Products Partners, L.P., ("E"), approached Energy Transfer Partners, L.P., ("ETP"), about convertinga pipeline, called "...
Tax Profile Of WLN/ING And PPBI/OPB Deals
February 5, 2020 - Bulletin Print Report
WorldlineSA, ("WLN"), and Ingenico Group SA, ("ING"), announced that their respective Boards of Directors have unanimously approved a business combina...
Assets Excluded From The "Substantially All" Determination
February 4, 2020 - Volume 14 Issue 23 Print Report
P Corporation, ("P"), formed S Corporation, ("S"), as a wholly owned subsidiary for the purpose of effectuating a merger of S with and into T Corp...
Probate Litigation Expenses Are Not Deductible
February 4, 2020 - Bulletin Print Report
Mr. E's grandmother passed away in 2014. She died testate, i.e., she left a will. Mr. E pursued litigation relating to the division of his grandmother's assets. In 2015...
I.R.S. Applies Its Sec. 856(c)(5)(J) Powers To A REIT's Tax Credits
February 4, 2020 - Bulletin Print Report
Taxpayer, ("TP"), has elected to be taxed asa real estate investment trust, ("REIT"). TP holds indirect interests in Company, ("C"), which h...
New York Gains Another "Statutory Resident"
February 4, 2020 - Bulletin Print Report
Petitioner, Mr. Chewee Chew, ("P"), was a New Jersey domiciliary during 2012, the year at issue. P filed joint New York non-resident and part-year resident income tax...
Lease Acquisition Costs Must Be Capitalized
February 3, 2020 - Bulletin Print Report
TP and various dealerships entered into master agreements that provide TP the opportunity to purchase vehicle lease contracts originated by the dealership if they meet TP's...
Assessing NAV's Net Operating Losses
February 3, 2020 - Bulletin Print Report
Last week, Navistar International Corporation, ("NAV"), received an unsolicited proposal from TRATON SE regarding a proposed transaction to acquire NAV "for $35...
Wal-Mart Is Not A "Dealer" Required To Collect Sales Tax
February 3, 2020 - Bulletin Print Report
Wal-Mart.com USA, LLC, ("W"), operates an online marketplace at which website visitors can procureproducts from either W or third-party retailers. In connection...
"Term Permits" Are Interests in Real Property
February 3, 2020 - Volume 14 Issue 22 Print Report
Company, (C), is considering electing to be treated as a REIT. C owns and operates ski resorts. C conducts a major portion of its ski resort activities on federally o...
SSB Will Be "The Accounting Acquirer" Of CSFL
January 31, 2020 - Bulletin Print Report
Earlier this week, CenterStateBank Corporation, (CSFL), and South State Corporation, (SSB), jointly announced that they had entered into a definitive agreement under whic...
Outdoor Advertising Tax Does Not Violate First Amendment
January 31, 2020 - Bulletin Print Report
In 2013, Ordinance 13-139 was signed into law imposing an excise tax on the privilege of exhibiting outdoor advertising displays in the City (of Baltimore). The tax is levied u...
No Capital Loss Carryover In N.J.
January 31, 2020 - Volume 14 Issue 21 Print Report
In 1981, TG and her husband (the "Gs") owned a 40 percent interest in a partnership. During 1981, when the Gs were Pennsylvania residents, the partnership s...
Santander's Strategic Stock Buyback
January 30, 2020 - Bulletin Print Report
Santander Consumer USA Holdings, Inc., ("SC"), is offering to purchase, for cash (which it has on hand), up to $1 billion of its issued and outstanding stock, using a...
BWA To Acquire DLPH In A "Scheme Of Arrangement"
January 30, 2020 - Bulletin Print Report
We have witnessed the repatriation of several previously "inverted" companies since the enactment of the 2017 tax law, one of the goals of which was to encourage that...
Medical Marijuana Is A "Prescription Drug"
January 30, 2020 - Bulletin Print Report
Taxpayer, ("TP"), is licensed producer authorized to dispense medical marijuana, ("MM"), to qualified patients consistent with the Compassionate Use Act, (t...
Assets Securing Multiple Liabilities
January 30, 2020 - Volume 14 Issue 20 Print Report
TP is an 'S' corporation with two unrelated shareholders. SH owns 98 percent of the stock of TP and is its president....
Project Manager's EMBA Expenses Are Not Deductible
January 29, 2020 - Bulletin Print Report
In 2015, R had been an employee of IL for over 10 years. She had been promoted from Business Systems Analyst to Lead Consultant in October 2014. As a lead consultant, her princ...
Electricity Powering HVAC Units Exempt From Sales Tax
January 29, 2020 - Bulletin Print Report
SWB operates transmission and switching equipment to create telecommunication signals. This equipment runs continuously, generating significant heat. Excessive heat renders the...
Exchanging Gold Bullion Bars For Coins
January 29, 2020 - Volume 14 Issue 19 Print Report
X Corporation, (X), represents that it presently owns a substantial amount of gold bullion in the form of bars which are being held for investment purposes. The bars...
Vehicle Seller Failed To Purchase Replacement Vehicle
January 29, 2020 - Bulletin Print Report
On January 2, 2014, T and L (the "Rs"), purchased a 2014 Dodge. On August 15, 2018, the Rs sold the 2014 Dodge to their son, JR. On August 13, 2018, the Rs leased a 2...
Numismatic Coins Cannot Be Exchanged Tax-Free For Bullion Coins
January 28, 2020 - Volume 14 Issue 18 Print Report
An individual taxpayer who is not a dealer in coins purchased U.S. $20 gold coins as an investment. After the coins had substantiallyappreciated in value, the t...
No Refund Of Taxes Paid By Settlors From Unauthorized Stock Sale
January 28, 2020 - Bulletin Print Report
The Hs established the trust in 2004. The trust is governed by Wisconsin law. BMO is the successor trustee. The trust is a revocable living trust, treated as a "grantor&qu...
Sales Of Prescription Drugs Not Eligible For Preferential Tax Rate
January 28, 2020 - Bulletin Print Report
P is a institutional pharmacy that contracts with institutional health care providers such as nursing homes, assisted living facilities...and other long-term care facilities, (...
FB Financial Corporation Will Acquire Franklin Financial Network
January 27, 2020 - Bulletin Print Report
FB Financial Corporation, ("FB"), and Franklin Financial Network, Inc., ("FFN") announced that they have entered into a definitive merger agreement pursuant...
"Facilitative" Merger Costs Do Not Create A Separate Intangible Asset
January 27, 2020 - Bulletin Print Report
Taxpayer, ("TP"), is engaged in Business. In Year 1, TP acquired the stock of Target, ("T"), a manufacturer of Products, in a taxable reverse triangular mer...
Exchange of Coins Falls Within Sec. 1031
January 27, 2020 - Volume 14 Issue 17 Print Report
In 1972, an individual taxpayer purchased five lots of Mexican 50-peso gold coins as an investment. The taxpayer was not a dealer in foreign or domestic currency....
J.C. Penney Extends NOL Preservation "Rights Plan"
January 24, 2020 - Bulletin Print Report
J.C. Penney Co. Inc., ("JCP"), in its most recent 10-K, is reporting a Federal net operating loss, ("NOL"), of approximately $2.1 billion. These NOLsa...
Timely Disclaimer Does Not Give Rise To a Gift
January 24, 2020 - Volume 14 Issue 16 Print Report
Grantor created Trusts several years before his death on Date 1, a date before January 1, 1977, for the benefit of the lineal descendants of his daughter. Daughter...
"TFRPs" Are "Penalties" (Not Taxes)
January 24, 2020 - Bulletin Print Report
Petitioner, ("P"), was the sole member of ICN and N, each a limited liability company. Both companies failed to pay employment taxes for several quarters. ROC determi...
Broadcast Fax Service's Receipts Are Mostly Allocable To New Jersey
January 23, 2020 - Bulletin Print Report
X corporation, ("X"), is a broadcast fax service incorporated in Delaware with headquarters in New Jersey. Users of X's services send their customer lists and doc...
Successor Corporation Avoids a "Disguised Sale"
January 23, 2020 - Volume 14 Issue 15 Print Report
P Corporation, (P), owns S Corporation, (S). S has only one asset, rental property that is encumbered by a non-recourse loan of $40x incurred by S on January 1, 1995....
The Commissioner's "Kickback" And "Bribe" Burden
January 23, 2020 - Bulletin Print Report
Taxpayer, ("TP"), is engaged in the manufacture, promotion, and sale of Product. TP's managers allegedly encouraged sales representatives to persuade Individuals...
Retroactive Application Of Tax Statute Violated Due Process Rights
January 23, 2020 - Bulletin Print Report
Petitioner, ("P"), is a power producer that owns and operates power plants. P is the sole member of OHP, the entity that owns the "Plant." P was issued a ce...
Commercial Use Of Airport Does Not Cause Loss Of Tax Exemption
January 22, 2020 - Bulletin Print Report
The subject property consists of roughly 325.6 acres of land with various improvements, and is known as The Ohio State University Airport, (the "airport"). The subjec...
Pre-Death Option Grant Does Not Spoil "Basis Step-Up"
January 22, 2020 - Volume 14 Issue 14 Print Report
An option agreement provided that the option is exercisable only after the death of the grantor by giving notice to the proper person within a certain period of time follow...
Physician's Home Was Not Her Principal Place Of Business
January 22, 2020 - Bulletin Print Report
During 2012, Dr. Gambhir, ("G"), worked as a "hospitalist" for Northeast Georgia Medical Center, "NGMC." She was paid on a per-shift basis, rather...
Rayonier To "Roll Up" Pope Resources
January 22, 2020 - Bulletin Print Report
Rayonier, Inc., ("R"), a real estate investment trust, ("REIT"), and Pope Resources, ("PR"), a master limited partnership, ("MLP"), anno...
The Willens Deal Survey January 2020
January 21, 2020 - The Deal Survey: January 2020 Print Report
Welcome to our summary of deals for January 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. <...
BAE Systems Will Enjoy Tax Benefits
January 21, 2020 - Bulletin Print Report
BAE Systems, Inc.,("BAE"), announced that it has reached definitive agreements for the proposed acquisitions of Collins Aerospace's military Global Position...
Protective Services Are Subject To Sales Tax
January 21, 2020 - Bulletin Print Report
Petitioner, ("P"), was engaged in a project that consisted of the development of a parcel of real estate located in the City of New York, (the "Project"). T...
Guarantor's Bad Debt Deduction Permits Sales Tax Credits
January 21, 2020 - Bulletin Print Report
Lowe's, ("L"), contracted with two banks to offer private label credit cards to Washington customers. The banks offered credit to cardholders who purchased L'...
When Does "COD" Income Arise?
January 21, 2020 - Volume 14 Issue 13 Print Report
The petitioner, (M), borrowed $19,986.72 from the Connecticut Student Loan Foundation, (CSLF), in order to finance his college education. M became delinquent in his l...
Ascertaining A Taxpayer's Principal Residence
January 17, 2020 - Bulletin Print Report
In 2016, Mr. O sold his house in Portland, Oregon. He excluded gain from that sale from his gross income under Sec. 121(a). However, at audit and conference, Defendant denied M...
Restoring Property To Its Source
January 17, 2020 - Volume 14 Issue 12 Print Report
P is a limited partnership. GP is the general partner of Pand A-E are P's limited partners. A-E each own "N" shares of X. The X shares were held i...
MGM To Monetize Hotel Properties Tax-Efficiently
January 17, 2020 - Bulletin Print Report
MGM Resorts International, Inc., ("MGM"), is in the process of converting its largest and most valuable assets, its hotels, into cash that the company has indicated i...
"PFL" Payment Excluded From California Gross Income
January 17, 2020 - Bulletin Print Report
Appellants, ("As"), filed a timely California resident tax return (Form 540) for 2013, reporting federal adjusted gross income, ("AGI"), of $1,587,007, and...
Anixter Accepts Wesco's Offer
January 16, 2020 - Bulletin Print Report
After a lengthy battle, WescoInternational, Inc. ("W"), has bagged its prize, AnixterInternational, Inc., ("A"). Earlier this week, W and A anno...
Gambling Disorder Does Not Render The Taxpayer "Disabled"
January 16, 2020 - Bulletin Print Report
G began taking Mirapexin the early 2000s. Mirapexis a medication for "restless leg syndrome." After a large dosage increase in 2010, G began to exhibit co...
Distribution Will Reduce State Taxes
January 16, 2020 - Volume 14 Issue 11 Print Report
P is a holding company. P's stock is bothwidely held and publicly traded. D is a domestic corporation all of whose outstanding stock is held by P. D is enga...
System Indirectly Utilizing Solar Energy Does Not Earn Tax Credit
January 16, 2020 - Bulletin Print Report
In 2012, Petitioners, ("Ps"), installed a ground source heat pump system to heat, cool, and provide hot water for their home. A ground source heat pump system functio...
XBiotech Is "Partially Liquidating"
January 15, 2020 - Bulletin Print Report
We have found through the years that many companies whose distributions to shareholders seemed to qualify as distributions in "partial liquidation," a characterizatio...
Intragroup Purchase In Anticipation of a Spin-Off
January 15, 2020 - Volume 14 Issue 10 Print Report
P wholly owns LLC1. LLC1 wholly owns LLC2 and LLC3, and indirectly owns S. S wholly owns LLC4. Each of LLC1-LLC4 is a disregarded entity....
Spouse Is A "Member Of The Household"
January 15, 2020 - Bulletin Print Report
On December 6, 2000, HLEand EIAconveyed the real property to MCE.... The Assessor assessed the property for $1,540,655 for tax years 2016, 2017, and 2018. During th...
COT And PRMW To Undertake A Multi-Step Reorganization
January 15, 2020 - Bulletin Print Report
Cott Corporation, ("COT"),a Canadian corporation, recently announced that it has entered into a definitive agreement pursuant to which "COT will acquire Pr...
Cost of Printing Prospectus Cannot Be "Recovered"
January 14, 2020 - Volume 14 Issue 9 Print Report
Promoter P formed limited partnership LP to purchase and manage hotels. As part of a public offering of limited partnership interests in LP, P arranged for the printi...
Taxpayer Successfully Avoids Late Payment Penalties
January 14, 2020 - Bulletin Print Report
Smith International, Inc., ("S"), is engaged in the oil and gas equipment services business in the State of Louisiana, ("L"). S timely filed its L corporate...
Standard Flash Is Not "Any Game Of Bingo"
January 14, 2020 - Bulletin Print Report
TP is an organization described in Sec. 501(c)(3) of the Internal Revenue Code. TP engaged in two activities: (1) Conducting two sessions per day at a gaming hall operated by T...
Affiliate Of Investment Advisor Can Be An "EIK"
January 14, 2020 - Bulletin Print Report
TP is a REIT. TP owns "a" hotel properties that are leased to TP'sTRSsand are managed by eligible independent contractors, ("EIKs&qu...
I.R.S. Transition Rule Allows Wider Use Of The "Sec. 338 Approach"
January 13, 2020 - Bulletin Print Report
Where a loss corporation experiences an "ownership change," the "Sec. 382 limitation" comes into play. Under the Sec. 382 limitation, the loss corporation&#...
Decommissioning Activities Were Conducted Within The U.S.
January 13, 2020 - Bulletin Print Report
P is incorporated under the laws of the United Kingdom, ("UK"). P is the registered owner of a multipurpose support vessel, (the "CV"), which was placed in...
Coordinating Deductions
January 13, 2020 - Volume 14 Issue 8 Print Report
For its 1975 tax year, the taxpayer had taxable income of $470,980. Subject to percentage limitations, the taxpayer was entitled to deductions from taxable income (a)...
NLOK Declares "Special Dividend"
January 10, 2020 - Bulletin Print Report
NortonLifeLock, (NLOK), announced that its Board of Directors "has declared a special one-time cash dividend of $12 per share of NortonLifeLock, Inc. common stock, returni...
Defective Appraisal Summary Eliminates Charitable Contribution Deduction
January 10, 2020 - Bulletin Print Report
On or about July 1, 2013, petitioners, ("Ps") purchased real property in Potomac, Maryland. The property was purchased for $795,000 and consisted of 0.38 acres of lan...
Visiting Teams Are Taxed in California
January 10, 2020 - Bulletin Print Report
1. TP is a professional athletic team. TP's home territory is located outside of California. The league in which TP plays has a season that begins in October of Year 1 and...
Apportioning Income To South Carolina
January 10, 2020 - Volume 14 Issue 7 Print Report
ABC provides engineering consulting services for the development of product designs for the automotive and consumer electronic market. ABC has approximately 15 employ...
Start-Up Expenditures Were Found To Be Non-Deductible
January 9, 2020 - Bulletin Print Report
Petitioner, ("P"), lived in New York, where he worked as an accountant at a large accounting firm. During 2010 and 2011, P viewed several properties for sale in Quebe...
Failure To Elect Under Sec. 709(b)
January 9, 2020 - Volume 14 Issue 6 Print Report
G contributed $100x for a partnership interest in GL. In its firstyear, GL incurred legal fees of $20x for services incident to the organization of the partners...
Hudson's Bay Alters Its Privatization Plan
January 9, 2020 - Bulletin Print Report
Hudson's Bay Company, ("HBC"), recently announced that it has entered into an "amended arrangement agreement" with a group of its existing shareholders,...
Tribune Loses Round One Of Its "LevPar" Litigation
January 8, 2020 - Bulletin Print Report
Tribune Media Company's predecessor, Tribune Company & Affiliates, ("T"), engaged in a transaction, popularly known as a "leveraged partnership," th...
Why Did Xerox Grant Voting Rights To Convertible Preferred Holders?
January 8, 2020 - Bulletin Print Report
Earlier this year, Xerox Corporation, ("XC"), engaged in an "internal" reorganization in connection with which a holding company structure was put into plac...
Loss From Sale of Partnership Interest Is a Capital Loss
January 8, 2020 - Volume 14 Issue 5 Print Report
Petitioner, (P), is a management consultant who was associated with a large New York City consulting firm. P sought and accepted outside consulting work unassociated...
Stock Issuance Costs Are Never Deductible
January 7, 2020 - Volume 14 Issue 4 Print Report
TP is a holding company organized as a C corporation. TP's subsidiaries provide various Business F services. Prior to Dat...
Motion Picture Exhibitor Subject To Use Tax
January 7, 2020 - Bulletin Print Report
American Multi-Cinema, Inc., ("A") generates revenue by exhibiting motion pictures and selling admission tickets to the public. A's master licensing agreements, (...
Sales Prompted By "Spectrum Act" Are Involuntary Conversions
January 7, 2020 - Bulletin Print Report
The taxpayer, ("TP"), is a partnership. TP is a television and broadcasting company that previously operated Station. TP owned an FCC license to broadcast as well as...
Collection Of Competitor Information Is Not Ancillary To Solicitation
January 6, 2020 - Bulletin Print Report
Blue Buffalo Co., Ltd., ("BB"), is a Delaware corporation that is commercially domiciled in Connecticut. BB is in the business of formulating and selling premium pet...
Worthless Debt Not Owed "To The Taxpayer"
January 6, 2020 - Bulletin Print Report
Menard, Inc., ("M"), operates a chain of home improvement retail stores in several states, including Minnesota, ("MI"), M entered into agreements with "...
Sec. 852(b)(6) Applies To a Closed-End Fund
January 6, 2020 - Volume 14 Issue 3 Print Report
Fund, (F), is a closed-end management investment company, registered under the Investment Company Act of 1940. Its shares are listed and traded on a major exchange. F...
Apple Dispensed Back To School Gift Cards For Free
January 3, 2020 - Bulletin Print Report
Petitioner, ("P"), is a corporation organized under the laws of California that designs and markets consumer electronics, software, and personal computers. P's on...
Diet Beverages Do Not Promise Weight Loss
January 3, 2020 - Bulletin Print Report
In October 2017, B filed her initial complaint, alleging that Dr. Pepper's naming and marketing of Diet Dr. Pepper, ("DDP"), violated various provisions of Califo...
Court Rejects "Last Resort" Business Purpose Test
January 3, 2020 - Volume 14 Issue 2 Print Report
Prior to December 31, 1954, H-M was engaged primarily in the sale of new and used cars at retail and related services. It also provided financing and owned the real property on...
Equitable Tolling Of The Statute Of Limitations Barred
January 3, 2020 - Bulletin Print Report
ARC created a new fuel that combines natural gas with diesel fuel. Beginning in 2009, ARC applied to the I.R.S. to be a taxable fuel registrant and was granted both a "UV&...
I.B.M. Cannot Exclude Royalty Payments From New York "ENI"
January 2, 2020 - Bulletin Print Report
International Business Machines Corporation, ("IBM"), is a New York corporation. IBM World Trade Corporation, ("WTC"), is a Delaware corporation. IBM owns 1...
Substance Over Form Doctrine Is Only Available To I.R.S.
January 2, 2020 - Bulletin Print Report
The Tax Court correctly concluded that the taxpayers, ("TPs"), in calculating K and M's debt basis in CO, improperly relied on a debt that CO owed toKMGI, a...
REIT Shares Do Not Constitute Qualified Replacement Property
January 2, 2020 - Volume 14 Issue 1 Print Report
MM and SM, individuals, were the joint owners of a building used for commercial and residential purposes in Milwaukee, Wisconsin. &n...
WPX Energy Will Get A Basis Step-Up
December 31, 2019 - Bulletin Print Report
WPX Energy, Inc., ("Purchaser"), and Felix Investment Holdings II, LLC, ("Seller"), have entered into an agreement in connection with which Seller will sell...
Condominium Units Are Real Estate Assets
December 31, 2019 - Volume 13 Issue 250 Print Report
A Real Estate Investment Trust, ("REIT"), acquired, through foreclosure proceedings, upon the default of an indebtedness, the unsold units in a particular&n...
"Price Protection" Amount May Be An "Eligible Rollover Distribution"
December 31, 2019 - Bulletin Print Report
1. The employer is an 'S' corporation. The employer maintains an ESOP that previously acquired a portion of the shares of the employer using funds obtained from the emp...
Petition For Review Not Timely Filed
December 31, 2019 - Bulletin Print Report
On March 7, 2018 and on March 14, 2018, Petitioner, ("P"), filed claims for the (Wisconsin) veterans and surviving spouse credit for the tax years 2009 through 2014....
N.Y. Non-Residents Penalized By Sec. 338(h)(10) Election
December 30, 2019 - Bulletin Print Report
LePage, Inc., ("L"), elected to be treated, for federal income tax purposes, as a subchapter S corporation, effective as of September 26, 1999. L never filed a separa...
APY And ECL To Engage In An "RMT" Transaction
December 30, 2019 - Bulletin Print Report
Apergy Corporation, ("APY"), and Ecolab, Inc., ("ECL"), recently announced that the Boards of Directors of the two corporations have entered into a definiti...
Hedge Fund Manager Denied New York Resident Tax Credit
December 30, 2019 - Bulletin Print Report
Petitioners, ("Ps"), were domiciled in New York until September 30, 2009; and were domiciled in Connecticut during the period October 1, 2009 through December 31, 201...
REIT Can Deduct Distribution and Dealer Manager Fees
December 30, 2019 - Volume 13 Issue 249 Print Report
TP is a REIT. TP is externally managed by Advisor. Previously, shares of a single class of common stock of TP were issued to accredited investors in a private offerin...
Anixter And CD&R Revise Merger Agreement
December 27, 2019 - Bulletin Print Report
Anixter International, Inc., ("AII"), and Clayton, Dubilier& Rice, ("CDR"), announced an Amended and Restated Merger Agreement on December 24, 201...
Worthless Debt Not Deductible For New Jersey GIT Purposes
December 27, 2019 - Volume 13 Issue 248 Print Report
The worthless nonbusiness debt at issue was HW's January 15, 2002 loan in the amount of $14,769,320 to his brother, SW. (SW is Sam Waskal, theformer head of...
Illinois Use Tax Triggered By Transfer Of Aircraft To Revocable Trust
December 27, 2019 - Bulletin Print Report
In 2008, Michael L. Shakman, ("S"), bought an aircraft and paid corresponding general use tax. Several years later, using a bill of sale, he changed the legal o...
DraftKings Is Going Public
December 26, 2019 - Bulletin Print Report
DraftKings, Inc., known primarily for its fantasy sports operation, has entered into a definitive agreement with Diamond Eagle Acquisition Corporation, ("DEAC"), a pu...
Kirkland Lake Gold Will Acquire Detour Gold
December 26, 2019 - Bulletin Print Report
Recently, Detour Gold Corporation, ("DGC"), and Kirkland Lake Gold Corporation, ("KLG"),each a Canadian corporation, entered into an arrangement agree...
FASB Moves To Simplify The Accounting For Income Taxes
December 26, 2019 - Bulletin Print Report
The Financial Accounting Standards Board, ("FASB"), in its continuing quest to reduce complexity in applying accounting standards, has taken steps, with the issuance...
Virginia's "Add-Back" of License Fee Deductions
December 26, 2019 - Volume 13 Issue 247 Print Report
TP is engaged in the business of manufacturing. TP pays royalties to its parent for the use of patents, trademarks, and other intangible assets used in the manufactur...
Credit Sales Gains Are "Business Income"
December 24, 2019 - Bulletin Print Report
Petitioner is a California corporation and wholesale dealer of Honda products. Petitioner is subject to two Federal programs regulating the environmental attributes of its moto...
Beneficial Ownership Counts For Purposes of Sec. 269
December 24, 2019 - Volume 13 Issue 246 Print Report
Ten partners owned approximately 48 percent of H, a partnership. H managed the affairs of two investment companies, Corporation A, (CA), and Corporation B, (CB). The...
Sec. 754 Election Property Eligible For Investment Tax Credit
December 24, 2019 - Bulletin Print Report
In 2009, Lehman Brothers (LB) affiliate entities transferred their ownership interests in various entities to designated K affiliates. The K affiliates obtained the interests o...
Employer Found Liable For "Reversion" Excise Tax
December 24, 2019 - Bulletin Print Report
TP sponsors two qualified defined benefit pension plans, (the "Plans"), in its capacity as contractor for Agency and successor employer with respect to the Plans. The...
The Willens Deal Survey December 2019
December 23, 2019 - The Deal Survey: December 2019 Print Report
Welcome to our summary of deals for December 2019. 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....
Passed-Through Income Of 'S' Corporation Sourced To California
December 23, 2019 - Bulletin Print Report
Pabst Corporate Holdings, Inc., ("P"), a Delaware 'S' corporation, sold all of its shares of its qualified subchapter Ssubsidiary, Pabst Holdings, Inc.,...
IAC Discloses Separation Plan
December 23, 2019 - Bulletin Print Report
IAC/Interactive Corporation, ("IAC"), recently filed the eagerly anticipated "Transaction Agreement" in which it describes, in great detail, the manner in w...
Defective Administrative Complaint Precludes Article 7 Proceeding
December 23, 2019 - Bulletin Print Report
In a net lease dated October 10, 2007, the owner of 700 Waverly Avenue in Mamaroneck, New York, ("M"), leased it to petitioner, ("P"), for a period of 20 ye...
Losses Not Part of Gross Income
December 23, 2019 - Volume 13 Issue 245 Print Report
TP is a management investment company registered under the Investment Company Act of 1940 that elected to be taxed as a regulated investment company (RIC)....
Special Allocation Of Tax Credits By Partnership Permitted
December 20, 2019 - Bulletin Print Report
Investor, ("I"), is a limited liability company that was in existence during 2018. I intends to purchase, through its wholly-owned subsidiary, ("P"), certai...
Wages Found To Be Exempt Under U.S.-Russia Tax Treaty
December 20, 2019 - Bulletin Print Report
Petitioner, ("P"), is a Russian citizen. He was invited by UCLA to participate in an exchange visitor program as a research scholar. At some point, the UCLA program w...
Musician Engaged In A Trade Or Business
December 20, 2019 - Volume 13 Issue 244 Print Report
Petitioner, (P), began performing on the saxophone at the age of eight. He has played professionally since the age of 16. He attended Indiana University where he stud...
TIVO Takes Steps To Protect Its NOLs
December 19, 2019 - Bulletin Print Report
XperiCorporation, ("X"), and TiVo Corporation, ("T"), announced that they haveentered into a definitive agreement to combine "in an all-sto...
DD RMT Update
December 19, 2019 - Bulletin Print Report
Now that the "Separation and Distribution Agreement" has been filed, we have some more details with respect to the mechanics of the Reverse Morris Trust transaction t...
Split-Off Cannot Be A Device
December 19, 2019 - Volume 13 Issue 243 Print Report
In 1968, X corporation, (X), acquired all of the stock of Y corporation, (Y), which was owned by two shareholders, Mr. A and Mr. B, in a transaction qualifying as a r...
Lessee Of Pallets Liable For Sales Tax
December 19, 2019 - Bulletin Print Report
Tyson Fresh Meats, Inc., ("T"), is a beef manufacturing corporationthat processes and sells meat in Washington. H20, ("H"), is a corporation that manu...
Tallgrass Energy Is Being Acquired
December 18, 2019 - Bulletin Print Report
Tallgrass Energy L.P., ("TGE"), announced that it has entered into a definitive merger agreement pursuant to which affiliates of Blackstone Infrastructure Partners (a...
"Relator" Fee Includible In Gross Income
December 18, 2019 - Volume 13 Issue 242 Print Report
C was awarded and received a net $5.25 million qui tam payment from the government as a relator in two lawsuits settled against government contracto...
Absence Of Signed Plan Document Will Lead To Disqualification
December 18, 2019 - Bulletin Print Report
In Val Lanes Recreation Center v. Commissioner, T.C. Memo. 2018-92, the court found that the I.R.S. abused its discretion by revoking the Sec. 401(a) qualifi...
Excluded Shareholder Remained Beneficial Owner of Stock
December 17, 2019 - Volume 13 Issue 241 Print Report
K is a physician who specializes in radiation oncology. Around April, 1996, K and W agreed to provide radiation oncology services to patients in Florida through three...
Partnership Interest Bereft Of Liquidating Value And Future Value
December 17, 2019 - Bulletin Print Report
M is a limited liability company treated as a partnership for Federal income tax purposes. On April 1, 1998, the McMillin family formed C, a Delaware LLC. C was in the real est...
Speculative Notes Are Not "Cash Equivalents"
December 17, 2019 - Bulletin Print Report
In total, the Js and JFLPhave purchased at least 16 parcels of land consisting of over 2,300 acres and have subdivided the land into over 400 lots. At first, JFLP sold on...
DD To Engage In A Reverse Morris Trust Transaction
December 16, 2019 - Bulletin Print Report
International Flavors & Fragrances, Inc., ("IFF"), and DuPont, ("DD") announced that they have entered into a definitive agreement "for the merger...
Power Corporation Of Canada Announces A Restructuring Plan
December 16, 2019 - Bulletin Print Report
Power Corporation of Canada, ("POW"), owns approximately 64 percent of the common stock of Power Financial Corporation, ("PWF"). PWFalso has preferred...
Danaher Completes Tax-Efficient Divestiture Of Envista
December 16, 2019 - Bulletin Print Report
Danaher Corporation, ("D"), is on the precipice of completing a tax-efficient divestiture of EnvistaHoldings Corporation, ("E"), a subsidiary recently...
General Obligations Do Not Produce REIT Qualifying Income
December 16, 2019 - Volume 13 Issue 240 Print Report
An unincorporated trust, otherwise qualifying as a real estate investment trust, (REIT), invests in obligations of the Federal National Mortgage Association (FNMA), t...
Failure To File A Return Not Covered By Sec. 7434
December 13, 2019 - Bulletin Print Report
F (and the class of which he was a member) brings this action against NYTex Care, Inc., ("NYT"), alleging that Defendants willfully filed fraudulent tax information f...
Altria Seeks To Deduct Punitive Damages
December 13, 2019 - Bulletin Print Report
Altria Group, Inc., (AGI), timely field its 2012 tax return and timely and fully paid its tax liability. The I.R.S. audited AGI's return and made certain adjustments. A pai...
Court Sets Reasonable Compensation For 'S' Corporation Shareholder
December 13, 2019 - Volume 13 Issue 239 Print Report
In 2002, at the age of 54, after spending his entire career in the computer industry,M obtained a California real estate sales license and began to earn commiss...
California "DLPs" Are Exempt From Tax And Filing Requirements
December 12, 2019 - Bulletin Print Report
Taxpayer-Partner is a entity recognized for federal income tax purposes and is a partner, under local law, in a domestic (U.S.) limited partnership, (LP 1). The only other part...
Banking Fees Not Deductible Under Sec. 212
December 12, 2019 - Volume 13 Issue 238 Print Report
A, an individual taxpayer, maintains an interest-bearing checkingaccount with BK, a domestic bank. A is paid interest on amounts on deposit in the checking acco...
Independent Contractor Allowed To Deduct Some Commuting Expenses
December 12, 2019 - Bulletin Print Report
On September 17, 2013, P signed an "Independent Contractor Service Agreement," ("contract"), with FT. The contract stated that P would "provide tempora...
NLOK Rumors Can Have An Impact On Tax Treatment Of Special Dividend
December 11, 2019 - Bulletin Print Report
It has been reported that NortonLifeLock, Inc., ("N"), formerly known as Symantec Corporation, has attracted "deal interest" from a handful of companies, in...
Gain From Sale of Foreign Property Subject to Formula Apportionment
December 11, 2019 - Volume 13 Issue 237 Print Report
Petitioner, (P), is a New Jersey resident and is the owner and president of S. S is a New Jersey corporation. S does business in a number of states, including New Yor...
Land Use Restriction Credits Are Qualifying REIT Income
December 11, 2019 - Bulletin Print Report
Taxpayer, ("TP"), is a real estate investment trust, ("REIT"). TP owns an"a%" limited partnership interest in S. M owns a "b%" gen...
I.R.S. Cannot Waive Payment Of "Excess" APTC
December 11, 2019 - Bulletin Print Report
TP received a lump sum Social Security Disability payment in Year which included amounts allocated across...Years. For the taxable year, TP also received the benefit of advance...
Presence Of Non-Employees Does Not Preclude An "ATB"
December 10, 2019 - Bulletin Print Report
Distributing, ("D"), is owned in equal proportions by each ofSH1, SH2, and SH3, (the "Shareholders"). D is directly engaged inBusiness A. The Sh...
Cash And Accounts Receivable Are Assets
December 10, 2019 - Bulletin Print Report
Delcon Partners, LLC, ("D"), purchased assets valued at $1,150,000 from Seller, ("S"), an HVAC services business. D did not purchase S's cash, checking...
Income Derived From Procurement Activities Not FBCSI
December 10, 2019 - Volume 13 Issue 236 Print Report
TP andits subsidiaries form a U.S. based multinational company with operations around the world. TP indirectly owns FSub, a company organized under the laws of...
Chuck E. Cheese Denied A Sales Tax Refund
December 10, 2019 - Bulletin Print Report
CEC Entertainment, Inc., ("CEC"), owns and operates Chuck E. Cheese restaurants in Texas. These restaurants provide food, beverages, and entertainment. The entertainm...
VRNT Announces Separation Plan
December 9, 2019 - Bulletin Print Report
Verint Systems, Inc., ("VRNT"), the successor (by merger) to Comverse Technology, Inc., announced that its Board of Directors has approved "proceeding with a pla...
MoneyGram's Bank Aspirations Are Dashed
December 9, 2019 - Bulletin Print Report
MoneyGram International, Inc., ("MG"), is incorporated in Delaware and is headquartered in Texas. It is the parent of a group of companies that operate a global payme...
PG&E Reaches A Settlement Agreement With Tort Claimants
December 9, 2019 - Bulletin Print Report
PG&E Corporation and Pacific Gas & Electric Co., ("PGE"), haveagreed to a settlement with the "Official Committee of Tort Claimants" who susta...
CDs Are "Cash Items"
December 9, 2019 - Volume 13 Issue 235 Print Report
Sec. 851 and Sec. 856 of the Internal Revenue Code prescribe certain requirements that an entity must meet in order to qualify as a regulated investment company (RIC)...
Sale Of A Business Not A Non-Taxable Sale
December 6, 2019 - Bulletin Print Report
L entered into an agreement to sell an oil and gas equipment fabrication business and business assets, as well as real property located in Wyoming, to MM. The sale assets const...
A "Downstream" Merger Will Not Be Recast as a Liquidation
December 6, 2019 - Volume 13 Issue 234 Print Report
On July 12, 1972, C Corporation, (CC), was incorporated for the express purpose of acquiring the stock of NYFA, Inc., (NYFA). CC acquired all of the stock of NYFA own...
Shareholder Was True Borrower On Loan To Corporation
December 6, 2019 - Bulletin Print Report
Plaintiffs, ("Ps"), are the sole shareholders of CC, an 'S' corporation. MS is the proprietor of LLC, which owns the property upon which CC conducts its opera...
Blackstone's Incorporation Governed By Sec. 351
December 5, 2019 - Bulletin Print Report
Several high profile MLPshave converted, or are in the processof converting, to C corporation status, none more high profile than The Blackstone Group L.P. The impe...
RIC Stock Is Not QRP
December 5, 2019 - Volume 13 Issue 233 Print Report
Mr. A sold a number of shares of common stock of X corporation, (X), to the X employee stock ownership plan (ESOP). A written...
The Same Or Similar Trades Or Businesses
December 4, 2019 - Volume 13 Issue 232 Print Report
The taxpayer elected to be treated as a regulated investment company (RIC). The taxpayer owned 24 percent of the voting stock of X, a foreign holding company, and 100...
Cleveland-Cliffs To Acquire AK Steel
December 4, 2019 - Bulletin Print Report
On December 3, 2019, Cleveland-Cliffs, Inc., ("CC"), and AK Steel Holding Corporation, ("AK"), announced the execution of an Agreement and Plan of Merger by...
No Deduction For Abandonment of a Mutually Exclusive Alternative
December 3, 2019 - Volume 13 Issue 231 Print Report
The taxpayer is primarily engaged in Business A. The value of the taxpayer's stock remained stagnant between Year 1 and Year 2. In Date 1, the taxpayer engaged Co...
Parent-Child Exclusion Does Not Prevent Reassessment Of A Home
December 3, 2019 - Bulletin Print Report
A trust named H as both the grantor and trustee of such trust. R wasdesignated the successor trustee upon H's death. As successor trustee, the trust directs R to dist...
Husband's Sale Cannot Be Netted Against Wife's Purchase
December 3, 2019 - Bulletin Print Report
On August 13, 2018, CF purchased a 2018 Chevrolet for $30,789, minus a rebate of $2,519. On September 10, 2018, CF sold a 2008 Chevrolet for $4,700. On September 11, 2018, CF a...
Pain Management Center Does Not Market Compounded Drugs
December 2, 2019 - Bulletin Print Report
Center, ("C"), is a Missouri medical office that treats and manages patients' pain. This includes the medical service of injecting pain-relieving drugs administer...
State Tax Credits Constitute "Good" REIT Income
December 2, 2019 - Bulletin Print Report
TP has elected to be taxed as a real estate investment trust, ("REIT"). TP has over a "v%" general partnership interest in OP. OP is engaged in the ownershi...
Who Is The "Issuer" Of An Exchange Traded Option?
December 2, 2019 - Volume 13 Issue 230 Print Report
TP is a newly organized corporation that is registered with the S.E.C. as a management, open-end diversified investment company under the Investment Company Act of 19...
FBAR Penalties Apply On A Per-Account Basis
November 29, 2019 - Bulletin Print Report
B is a U.S. citizen. During 2010, B had a financial interest in, signature authority over, and/or otherwise controlled 14 financial accounts in the U.K. The U.K. accounts had c...
Schwab/TD Merger Not Assured Of Reorganization Status
November 29, 2019 - Bulletin Print Report
The Charles Schwab Corporation, ("S"), and TD AmeritradeHolding Corporation, ("T"), recently announced that they had entered into a definitive agreeme...
Sales Tax Rate In Effect Upon Purchase Is Controlling
November 29, 2019 - Bulletin Print Report
Petitioners, ("Ps"), purchased a Ford motor vehicle on September 25, 2018 for $51,796.24. On October 1, 2018, a one percent tax increase went into effect. The combine...
Annuity Does Not Pass Muster
November 29, 2019 - Volume 13 Issue 229 Print Report
Taxpayer A and Taxpayer B, (the TPs)are each life insurance companies. The TPs plan to issue non-qualified single premium immediate annuity contracts (the Contr...
Chemical Purchases Not Eligible For Use Tax Exemption
November 27, 2019 - Bulletin Print Report
Horsehead Corporation, ("H"), is a Delaware corporation with its primary place of business in Pittsburgh, Pennsylvania. It has a manufacturing facility located in Ill...
EBAY Positioned For A Partial Liquidation Distribution
November 27, 2019 - Bulletin Print Report
eBay, Inc., ("EBAY"), and viagogorecently announced that they have entered into a definitive agreement for EBAY to sell StubHub, ("SH"), to viagogo&nb...
No Deduction For Theft Of Untaxed Funds
November 27, 2019 - Volume 13 Issue 228 Print Report
B claimed a theft loss on his 2008 Minnesota tax return for funds misappropriated from his "traditional" IRA. The Commissioner of Revenue (the Commissioner)...
Mixed Use Building Is "Primarily Residential"
November 26, 2019 - Bulletin Print Report
The Property consists of one building with four floors and a cellar. The Property was purchased in 1962. The ground floor was used as a medical office by the owner from 1962 th...
Conveyance Of Multiple Units Eligible For Special "RPTT" Rate
November 26, 2019 - Bulletin Print Report
In 2012 TP purchased condominium unit XXX in the building located at XXXXX in New York City. In 2015, TP purchased the adjacent smaller condominium unit XXXX. Also in 2015, TP...
Foreign Currency Is Not "Securities"
November 26, 2019 - Volume 13 Issue 227 Print Report
On June 1, 1973, the taxpayer purchased currency of foreign country "M" in a transaction which wasentered into for profit.  ...
Preserving PCG's NOLs
November 25, 2019 - Bulletin Print Report
PG&E Corporation, ("PCG"), and the utility of which it is the parent, commenced their Chapter 11 cases with the Bankruptcy Court on January 29, 2019, and are pres...
Private Equity Funds Did Not Form A "Partnership-In-Fact"
November 25, 2019 - Bulletin Print Report
Sun Capital Advisors, Inc., ("SCAI"), is a private equity firm. SCAIestablished at least eight funds. Two of them, Sun Fund III and Sun Fund IV are the investor...
Value of Real Estate Contract Is Part of "Amount Realized"
November 25, 2019 - Volume 13 Issue 226 Print Report
On "d" the Taxpayers entered into a contract for the sale of a four family rental unit to P. The contract provided that , on the closing date, the Taxpayers...
Bad Debt Deductions Conditioned On The Existence Of Bona Fide Debt
November 22, 2019 - Bulletin Print Report
BJPconducted fracking services in Russia. It operated through a Russian subsidiary, BJR. In 2006, BJRentered into a three-year contract with T to provide fracking s...
Gain On Sale Of Subsidiaries Is Apportioned To Minnesota
November 22, 2019 - Bulletin Print Report
Holdings, ("H"), is an Arizona Subchapter S corporation that was doing business as Go Daddy, ("GD"). Mr. P was H's sole shareholder. Through domestic an...
Receipt Of Common Stock For Preferred Stock Not An "Acquisition"
November 22, 2019 - Volume 13 Issue 225 Print Report
Fund, (F), has qualified to be taxed as a regulated investment company (RIC). F seeks long-term capital appreciation by making venture capital investments in private...
COTY Purchases A Controlling Interest In King Kylie LLC
November 21, 2019 - Bulletin Print Report
Although by no means the largest deal of the year, one of the most scrutinized transactions of the recent past is Coty, Inc.'s investment in Kylie Jenner's burgeoning c...
Foreign Trust Owner Avoids Late Filing Penalties
November 21, 2019 - Bulletin Print Report
Mr. Joseph A. Wilson, ("W"),established an offshore trust in 2003. W named himself the grantor of the trust and was its sole owner and beneficiary. The purpose...
Basis of Property Received In Liquidation
November 21, 2019 - Volume 13 Issue 224 Print Report
Plaintiffs were shareholders in WFT which owned"the plantation" and other assets. On December 30, 1936, the corporation was liquidated and 1/2 of the...
CDs Are Not "QRP"
November 20, 2019 - Volume 13 Issue 223 Print Report
X is a domestic corporation that has no stock outstanding that is readily tradable on an established securities market. A owns 62.5 percent of the common stock of X;...
Lack Of Billing Statement Does Not Mitigate "PTC" Tax
November 20, 2019 - Bulletin Print Report
In November 2013, P was unemployed and did not have health insurance. P accessed theHealth Insurance Marketplace, ("M"), website and applied for health insuranc...
Buyer Of Assets Not Responsible For Seller's Tax Liabilities
November 20, 2019 - Bulletin Print Report
P and SW entered into a Royalty Agreement, ("Agreement"), on March 30, 2016 for the purchase of certain assets. Texas Tax Code Sec. 31.081 provides: (a) This section...
Software Executive Did Not Abandon Massachusetts Domicile
November 19, 2019 - Bulletin Print Report
On October 14, 2011, Appellant, ("APP"), filed a Form 1-Nonresident/Part-Year Resident Income Tax Return ("F1") as a resident from January 1, 2010 to June 1...
School Buses Are Not "For Hire"
November 19, 2019 - Bulletin Print Report
First Student, Inc., ("FS"), owns and operates school buses. These buses are primarily used to provide transportation services for schoolchildren through contracts wi...
"Simplified Method" of Basis Recovery Upheld
November 19, 2019 - Volume 13 Issue 222 Print Report
In 1991, Mrs. Zedaker, (MZ), returned to the profession of teaching and deposited $149,553.01 in her California State Teachers' Retirement System (CalSTRS) accoun...
The Willens Deal Survey November 2019
November 18, 2019 - The Deal Survey: November 2019 Print Report
Welcome to our summary of deals for November 2019. 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....
VAT Is Included In The Sales Factor
November 18, 2019 - Bulletin Print Report
Value Added Tax, ("VAT"), is an indirect tax imposed by, and remitted to, many foreign jurisdictions as a consumption tax on the provision of both goods and services,...
Hedge Fund Manager Scores Connecticut Resident Tax Credit
November 18, 2019 - Bulletin Print Report
Plaintiff, ("P"), and his brother, PS, were the sole members of a limited partnership, LAM LLC, which acted as the general partner of two limited partnerships, LAM LP...
Lack of Liquidation Value Establishes Worthlessness
November 18, 2019 - Volume 13 Issue 221 Print Report
On July 1, 1929, petitioner purchased 325 shares of common stock of FIC, an investment trust, dealing in securities, to a substantial extent on borrowed money. The st...
Built-In Gain Update
November 15, 2019 - Bulletin Print Report
The I.R.S. has now acknowledged that, as regards the pending elimination of the "Sec. 338 Approach"* to the determination of "recognized built-in gains," &q...
The "SRP" Cannot Be A Priority Claim
November 15, 2019 - Bulletin Print Report
Debtors filed their petition for relief on February 16, 2019. The I.R.S. filed a proof of claim and later amended it, ("Amended Claim"). Of the total amount, the Serv...
Agent Did Not Have Unreported Gross Income
November 15, 2019 - Volume 13 Issue 220 Print Report
Petitioner was 22 years old during 2003, and he intended to pursue a career in the construction business. Petitioner was generally familiar with his father's cons...
AOBC's Spin-Off Appears To Be Motivated By "Adverse Market Perception"
November 14, 2019 - Bulletin Print Report
American Outdoor Brands Corporation, ("AOBC"), announced that its board of directors has unanimously approved a plan to spin-off its outdoor products and accessories...
Invalid Regulation Does Not Control Size Of "FBAR" Penalty
November 14, 2019 - Bulletin Print Report
N opened a foreign bank account with UBS in 1999. She opened a "numbered" account, as opposed to a "named" account. From 2001 through 2008, her account bala...
When Can The N.Y. Knicks Be Acquired?
November 14, 2019 - Bulletin Print Report
The Madison Square Garden Company, ("MSG"), announced that its board of directors has approved "pursuing a revised plan for the proposed separation of its sports...
"Securing The Benefit" of a Deduction
November 14, 2019 - Volume 13 Issue 219 Print Report
The taxpayer, E, a C corporation,incurred losses while engaged in the business of selling home appliances. It disposed of all its assets and the shares were sol...
Loss Corporations Seek "Grandfathering" Of "Sec. 338 Approach"
November 13, 2019 - Bulletin Print Report
Where a "loss corporation" experiences an "ownership change," certain limitations are placed upon the amount of taxable income, for any taxable year ending...
Life Beneficiaries' Interest In Land Constitutes Replacement Property
November 13, 2019 - Volume 13 Issue 218 Print Report
Under the will of a decedent, several tracts of land were held in trust by a trustee for investment purposes. The income from the land was payable to designated indiv...
Petition For Refund Found To Be Untimely
November 13, 2019 - Bulletin Print Report
Sec. 3003.1(a) of the Tax Reform Code of 1971 (Pennsylvania) provides: "For a tax collected by the Department of Revenue...a taxpayer who has actually paid tax...may petit...
Split-Off Of A "QSub"
November 12, 2019 - Bulletin Print Report
D is an 'S' corporation. A, B, C1, and D1 collectively own 50 percent of the stock of D. B, C1, and D1 are the children of A. E, F, G, and H collectively own the remain...
Advisory Fees Are An Expense Of The Annuity Contract
November 12, 2019 - Bulletin Print Report
TP is a life insurance company and is a subsidiary of Parent. TP intends to offer three non-qualified deferred annuity contracts, (the "Contract"). The Contract will...
SunPower's Spin-Off Will Feature An Equity Infusion
November 12, 2019 - Bulletin Print Report
SunPower, (SPWR), hasannounced ambitious plans to separate itselfinto two "independent, complementary, strategically-aligned, and publicly-traded companies--Su...
The Attribution Rules Do Not Apply to Sec. 269
November 12, 2019 - Volume 13 Issue 217 Print Report
Mr. A directlyowned 100 percent of the stock of M Corporation, (M), and 10 percent of the stock of X Corporation, (X). M directlyowned 45 percent of the s...
I.R.S. Approves Retention Of "Spinco" Securities
November 11, 2019 - Bulletin Print Report
Distributing, ("D"), a widely held State A corporation, is the common parent of an affiliated group that files a consolidated federalincome tax return, (the &qu...
Employer Debt Contributed To Pension Plan
November 11, 2019 - Bulletin Print Report
Company, ("C"), provides insurance productsand financial services, and uses a calendar year accounting period and accrual method of accounting for federal incom...
Income Derived From Sand Constitutes Qualifying Income
November 11, 2019 - Volume 13 Issue 216 Print Report
X is a limited liability company organized under the laws of State. X intends to contribute all or a portion of its assets to a new limited partnership, Y. After the...
Purchases Of Natural Gas Not Deductible
November 8, 2019 - Bulletin Print Report
The taxpayer, ("TP"), co-owns, L, a power plant in New Mexico. TP purchases natural gas from various third parties for use in producing electricity at the plant. TP a...
Deducting Accrued Interest on Convertible Debentures
November 8, 2019 - Volume 13 Issue 215 Print Report
TP issued debentures which bear interest that is payable semi-annually on Date Y and on Date Z of each year. The debentures are convertible at the option of the holde...
Asset Purchase Agreement Did Not Shift Burden Of Sales Tax
November 8, 2019 - Bulletin Print Report
In 2016, pursuant to an asset purchase agreement, Plaintiffs sold Defendants the "GM" for a total of $6 million. The sale included...all real property and assets--bot...
Taylor Morrison And William Lyon To Join Forces
November 7, 2019 - Bulletin Print Report
Taylor Morrison Home Corporation, ("TMHC") and William Lyon Homes, ("WLH"), have entered into a definitive agreement pursuant to which TMHC"will...
Bulk Sales and the NYC RPTT
November 7, 2019 - Volume 13 Issue 214 Print Report
Under the New York City (NYC) Real Property Transfer Tax (RPTT), transfers of real property are taxable provided the consideration for the transfer is more than $25,0...
Sourcing Investment Advisory Receipts For Illinois Tax Purposes
November 7, 2019 - Bulletin Print Report
TP is an investment advisor located in Illinois and is designated as a C corporation. TP earns the majority of its revenue for services it performs as the investment advisor fo...
Travel To Timber Properties Found To Be Deductible
November 6, 2019 - Bulletin Print Report
P, during the early 1980s, inherited from his mother more than 100 acres of Washington State land. The land was in two counties and P traveled substantially every week to take...
Gain From Taxable Liquidation Is "Business Income"
November 6, 2019 - Volume 13 Issue 213 Print Report
TP, which is incorporated in Ohio but commercially domiciled in North Carolina, manufactures waste handling and recycling equipment for residential and commercial use...
Pre-'B' Dividends Not Treated as Consideration For the Stock
November 5, 2019 - Volume 13 Issue 212 Print Report
Operating Company, (OC), is owned by BB, a group offormer employees, and a KSOP. The board of directors of OC has determined that creating a public market for i...
Cycle Bar Classes Are "Taxable Commercial Recreation"
November 5, 2019 - Bulletin Print Report
CBFis an indoor, stationary cycling fitness franchisor of over 400 CB studios in the U.S., Canada, and the U.K. Petitioner CJHis the franchisee of a studio that it...
"Merchant" Not Eligible For Sales Tax Exemption
November 5, 2019 - Bulletin Print Report
The taxpayer, ("TP"),contracts with land owners for the right to obtain pine straw. The pine trees that eventually produced the pine straw were not planted by T...
Corporate Disbursements Gave Rise To "Constructive Dividends"
November 5, 2019 - Bulletin Print Report
S is the owner of SESP. Throughout 2010, S maintained a business checking account in his name; and another such business checking account in the name of SESP. S never filed inc...
Reverse Inversion Of Wright Medical Group N.V.
November 4, 2019 - Bulletin Print Report
This morning, another so-called "reverse inversion" was announced. We may have something of a trend at work here, when oneconsiders the recent reverse inversion...
Boat Slips Are Real Property
November 4, 2019 - Bulletin Print Report
TP has elected to be treated as a real estate investment trust, ("REIT"). TP owns substantially all of the interests in a limited liability company that is classified...
Gain On Sale Of Vacant Land Excluded Under Sec. 121
November 4, 2019 - Bulletin Print Report
TP 1 purchased Property 1 as a principal residence on Date 1 for Amount 1. TP 1 and TP 2 were married on Date 2. TPs used Property 1 as their principal residence from Year 1 to...
Litigation Award Sourced To Massachusetts
November 4, 2019 - Bulletin Print Report
APP was a Delaware corporation whose principal place of business was in Massachusetts, ("M"). APP was classified as a manufacturing corporation for M corporate excise...
Intervening Merger Will Not Taint Previously Announced Split-Off
November 4, 2019 - Volume 13 Issue 211 Print Report
The Prior Ruling Letter (issued to Viacom) concerned a proposed split-off transaction, (the "Split-off Transaction"). The Proposed Split-off has not, as yet, been con...
End-Users Of Microsoft Software Were Not Its Licensees
November 1, 2019 - Bulletin Print Report
Microsoft Corporation, ("M"), is engaged in the business of developing, distributing, and licensing computer software. OEMs are businesses, for example Dell or Hewlet...
Parent Surrendered Beneficial Ownership of Sub Stock To Creditor
November 1, 2019 - Volume 13 Issue 210 Print Report
For the fiscal year ended March 31, 1971, X elected to file, and did file, a consolidated income tax return which included M....
Cannabis Operating Costs Not Deductible in Illinois
November 1, 2019 - Bulletin Print Report
Company, ("C"), is a medical cannabis dispensary. C's principal operationis the sale of "Product" to serve the medical needs of registered patient...
Digital Realty Trust Will Expand Abroad
October 31, 2019 - Bulletin Print Report
Digital Realty Trust, a real estate investment trust, ("REIT"), and InterXion N.V. announced that they have entered into a definitive agreement "to combine their...
Gross Receipts From Deemed Sale of Assets Not In Sales Factor
October 31, 2019 - Volume 13 Issue 209 Print Report
TP was owned by P. P sold the stock of TP to an unrelated third party purchaser. The parties, TP and the purchaser, executed an election under Sec. 338(h)(10) with re...
Absence Of Utility Company Metering Prevents Solar Tax Credit
October 31, 2019 - Bulletin Print Report
JR resides in Des Moines, Iowa. He installed an eight-panel solar array on his property in 2015. The array was connected to a Mid-American Energy bi-directional meter located o...
RSUs And DCPs Are "Paid In Illinois"
October 31, 2019 - Bulletin Print Report
M is a retired full time Illinois resident who will continue to receive "RSU" and "DCP" income from Illinoisthat Company, i.e., the company from which...
Prologis, Inc. To Acquire Liberty Property Trust
October 30, 2019 - Bulletin Print Report
Prologis, Inc. and Liberty Property Trust, each of which are real estate investment trusts, ("REITs"), announced that the companies have entered into a definitive mer...
Qualifying Child Need Not Be A Dependent
October 30, 2019 - Bulletin Print Report
On February 1, 2015, P timelyfiled a New York State and City tax return on which wage income and Schedule C income was reported. P filed as "head of household"...
A Reorganization Needs a Non-Tax Business Purpose
October 30, 2019 - Volume 13 Issue 208 Print Report
ACQ, a domestic corporation, and its U.S. subsidiaries ("the Group") file a consolidated income tax return. In 1983, the Group reported a loss of nearly $2...
Texas Franchise Tax Is Not An "Occupation" Tax
October 30, 2019 - Bulletin Print Report
Claimant, ("C"), is a registered motor carrier that provides passenger transportation services. Its headquarters are in Ohio, but it operates throughout the United St...
Eaton Avoids Underpayment Penalties
October 29, 2019 - Bulletin Print Report
On July 26, 2017, the court filed its opinion in this case, known as "Eaton II," which stated at the end: "Decision will be entered under Rule 155." The par...
Exercise of Rights Rescinded
October 29, 2019 - Volume 13 Issue 207 Print Report
The stock of X consisted of a single class of common stock. In 1973, the directors of X distributed to its common shareholders transferable rights to subscribe, on or...
Member Of LLC Treated As "Doing Business" In California
October 29, 2019 - Bulletin Print Report
APP is a foreign single-member LLC domiciled in Georgia. It was not, and has never been, registered to do business in California. During 2013, APP held a 50 percent interest in...
Merger Of Family Corporations Produces A "Disguised" Gift
October 29, 2019 - Bulletin Print Report
In 1979, the Cs (MRS and MR), incorporated K. MRS owned 51 percent of K's stock and MR owned 49 percent thereof. Years later,KE, P, and J, the sons of MRS and MR, inc...
Deemed Partnership Distributions Produce Partner Level Gains
October 28, 2019 - Bulletin Print Report
TT5is a California limited liability company, (LLC), owned, as of the beginning of 2007, by B (72.5 percent), APP (22.5 percent), and 1251 LLC (five percent). During 2007...
Repurchases Of Stock Following A Spin-Off
October 28, 2019 - Bulletin Print Report
D2 was the parent of a worldwide group of domestic and foreign entities. Pursuant to transactions described in PLR-1300090-15 (February 24, 2016), D2 effectuated the distributi...
Stock Received In Merger Is "Acquired" On the Merger Date
October 28, 2019 - Volume 13 Issue 206 Print Report
X, a dealer in securities, has, for many years, engaged in the purchase and sale of Y stock. On July 31, 1973, in a transaction qualifying as a reorganization under S...
Installation Of Cabling Constitutes A "Construction Contract"
October 25, 2019 - Bulletin Print Report
During a rehabilitation of its headquarters in Columbus, Ohio, Nationwide Mutual Insurance Company, ("N"), engaged contractors to install communications lines, which...
Temporary Suspension Of Voting Rights
October 25, 2019 - Volume 13 Issue 205 Print Report
A owned100 percent ofthe stock of X. On March 13, 1977, M acquired all the X stock from A solely in exchange for 100,000 shares of M voting stock. The exc...
Sec. 280E Is Not A Penalty Provision
October 24, 2019 - Bulletin Print Report
P is a California corporation owned by DRF. P does not dispute that its business consists of operating a medical marijuana dispensary. Sec. 280E of the Internal Revenue Code pr...
Allocating Earnings and Profits
October 24, 2019 - Volume 13 Issue 204 Print Report
The corporation, (C), had a deficit in accumulated earnings and profits of $60x as of January 1, 1973. However, C had $60x of earnings and profits of the taxable year...
Purchase Of Business Not Exempt From Sales Tax
October 24, 2019 - Bulletin Print Report
D purchased assets valued at $1.15 million from S, an HVAC services business. D did not purchase any of S's cash, checking and savings accounts, accounts receivable, promis...
Club Membership Fees Subject To California Sales Tax
October 23, 2019 - Bulletin Print Report
APP, a California limited liability company, operated Tower Club, (the "club"), a members-only facility located in Oxnard, California, from April 2011 until it was so...
CBS/Viacom--"Like A Pooling"
October 23, 2019 - Bulletin Print Report
On August 13, 2019, CBS Corporation, ("CBS"), and Viacom, Inc., ("V"), entered into an Agreement and Plan of Merger which is now on the brink of being consu...
The Willens Deal Survey October 2019
October 23, 2019 - The Deal Survey: October 2019 Print Report
Welcome to our summary of deals for October 2019. 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. <...
Non Wash Sale Loss Disallowed
October 23, 2019 - Volume 13 Issue 203 Print Report
Petitioner, (P), has been a member of the New York Coffee and Sugar Exchange (the "Exchange")since 1925. P's activities consisted of acting as a b...
Gain From Short Sale Not UBTI
October 22, 2019 - Volume 13 Issue 202 Print Report
Employer M maintains Plan X, a qualified plan under Sec. 401(a) of the Internal Revenue Code. Plan X intends to engage in certain 'short sale' transactions.
"Clean Rooms" Are Not Fixtures
October 22, 2019 - Bulletin Print Report
The taxpayer specializes in the design, manufacturing, installation, and services associated with modular "clean rooms" for their customers. The purpose of a clean ro...
Event Tickets Are Not "Services"
October 22, 2019 - Bulletin Print Report
G operates Parx Casino. G distributes complimentary event tickets to patrons as a result of their table game and slot machine play. The Commonwealth of Pennsylvania, (the "...
"Straddle" Tax Years Must Be Bifurcated
October 22, 2019 - Bulletin Print Report
The Debtors provided "non-standard" personal automobile insurance policies to individual consumers who were unable to obtain insurance from "standard" autom...
Hudson's Bay Company To Be "Taken Private"
October 21, 2019 - Bulletin Print Report
Hudson's Bay Company, ("HBC"), announced, on October 21, 2019, that, "following an extensive review and analysis," it has entered into a definitive &quo...
Alexion To Acquire Achillion
October 21, 2019 - Bulletin Print Report
Alexion Pharmaceuticals, Inc., ("AL"), entered into an Agreement and Plan of Merger with "Merger Sub," a newly formed, wholly-owned subsidiary of AL, and Ac...
Non-Profit Entities Are Corporations
October 21, 2019 - Bulletin Print Report
Sec. 6621(a)(1) of the Internal Revenue Code requires the I.R.S. to apply a lower interest rate for refunds owed to "corporations," than for refunds owed to other typ...
Directors' Fees Not Sourced To California
October 21, 2019 - Bulletin Print Report
Company, ("C"), is commercially domiciled outside of California in the state of "X." The business of C is managed under the direction of its Board of Direct...
Income From Mining and Processing Kaolin Is Qualifying Income
October 21, 2019 - Volume 13 Issue 201 Print Report
X is a limited liability company organized under the laws of State. X intends to contribute all or a portion of its assets to a new limited partnership, Y. After an i...
Statutory Liens Cannot Be Avoided
October 18, 2019 - Bulletin Print Report
Debtor filed a Petition for relief under Chapter 13 on March 8, 2019. The Internal Revenue Service, ("I.R.S."), filed its Proof of Claim on June 11, 2019. The I.R.S....
Misappropriated Income Is Nevertheless Included In Gross Income
October 18, 2019 - Bulletin Print Report
N's husband died in 2002, leaving behind substantial assets to provide for her care for the remainder of her life. N's son, C, was named the executor of N's husband...
Managing One's Investments Is Not "Carrying On a Trade or Business"
October 18, 2019 - Volume 13 Issue 200 Print Report
Petitioner, with extensive investments in real estate, bonds, and stocks, devoted a considerable portion of his time to the oversight of his interests and evenh...
MGM To Engage In A Tax Efficient "Leveraged Partnership" Transaction
October 17, 2019 - Bulletin Print Report
MGM Resorts International, ("Parent"), announced that it has entered into a definitive agreement to form a joint venture, BCore Paradise JV LLC,("JV")...
Valuable Consideration Renders Aircraft Eligible For Use Tax Exemption
October 17, 2019 - Bulletin Print Report
BA purchased an aircraft from Cessna Finance Corporation in Kansas. That same day, BA entered into an aircraft lease agreement with B, a common carrier that provides charter tr...
Finder's Fee Ruled Nondeductible
October 17, 2019 - Bulletin Print Report
Plano Molding Co., ("P"), specializes in the manufacture of plastic storage equipment for outdoor sports. In February 2007, Tinicum Capital Partners, ("T"),...
CFC Does Not Generate Foreign Base Company Income
October 17, 2019 - Volume 13 Issue 199 Print Report
TP is the "x%" owner of USS, a domestic corporation which indirectly owns "y%" of a controlled foreign corporation (CFC). CFC, in turn, owns "...
PE To Acquire JAG
October 16, 2019 - Bulletin Print Report
Parsley Energy, Inc., ("PE"), and Jagged Peak Energy, Inc., ("JAG"), announced, on October 14, 2019, that they have entered into a definitive merger agreeme...
Book Value of Inventory Constitutes Personal Property Tax Base
October 16, 2019 - Volume 13 Issue 198 Print Report
Rich's Department Stores, Inc., (R),employed the "retail inventory method" to account for its merchandise inventory. &...
Refund Of "RPTT" Denied
October 15, 2019 - Bulletin Print Report
Petitioner, ("P"), is a tax-exempt organization, recognized as such by Internal Revenue CodeSec. 501(c)(3) and City Administrative Code Sec. 11-2106(b)(2). P is...
Virginia Does Not Allow A Deduction For "Creditable" Expenses
October 15, 2019 - Bulletin Print Report
The taxpayers were shareholders of a subchapter S corporation, (the "Corporation"). On its 2016 federal income tax return, the Corporationclaimed a credit pursu...
A Tax Exempt Organization's Subpart F Inclusion Is Not UBTI
October 15, 2019 - Volume 13 Issue 197 Print Report
A is the exempt domesticholding company of B, a hospital exempt from federal income tax under Sec. 501(c)(3) of the Internal Revenue Code. A has formed a contro...
What Does IAC Have In Mind?
October 14, 2019 - Bulletin Print Report
IACbeneficially owns 16,402,602 shares of Common Stock of Match Group, Inc., ("MGI"), representing approximately 23 percent of the total outstanding shares of M...
Whiskey Barrels Are Exempt From Property Tax
October 14, 2019 - Bulletin Print Report
The subject property consisted of previously-unused whiskey barrels Brown-Forman Corporation, ("BF"), either built or acquired. Once the barrels arrived at the local...
Effect of Contribution to Capital Upon Basis of Contributor's Stock
October 14, 2019 - Volume 13 Issue 196 Print Report
N is incorporated under the laws of State X. All of the outstanding common stock of N is owned by M, an individual. M desires...
RIC Stock Dividend Not Taxable
October 11, 2019 - Volume 13 Issue 195 Print Report
X Corporation, (X), distributed, pro-rata, shares of its preferred stock to the holders of its common stock. The preferred st...
"Airdrops" Of Cryptocurrency Result In Gross Income
October 11, 2019 - Bulletin Print Report
Virtual currency is a digital representation of value that functions as a medium of exchange, a unit of account, and a store of value other than a representation of the United...
Contingent Voting Rights Are Disregarded
October 10, 2019 - Volume 13 Issue 194 Print Report
A is the common parent of a group of affiliated corporations. A owns "h" shares of the common stock and "i" shares of the voting preferred stock o...
Wisconsin's Tax On Railroad Property Is Discriminatory
October 10, 2019 - Bulletin Print Report
Chapter 70 of the Wisconsin Tax Code governs the taxation of manufacturing and commercial companies aside from railroads and utilities companies. Chapter 76 governs the taxatio...
NAP To Be Acquired In A "Two-Tier" Deal
October 10, 2019 - Bulletin Print Report
Impala Platinum Holdings Limited, ("IMP"), announced that it has entered into a definitive agreement to acquire 100 percent of the outstanding shares in Canadian PGM&...
District Court Cannot Adjudicate An Overpayment Interest Dispute
October 10, 2019 - Bulletin Print Report
Federal courts, it goes without saying, must have a statutory basis to exercise jurisdiction. Plaintiffs bring this lawsuit against the government seeking to recover interest b...
Transitory Ownership Does Not Terminate 'S' Election
October 8, 2019 - Volume 13 Issue 193 Print Report
Corporation, ("C"), is an 'S' corporation. The "continuing shareholders" collectively own "a%" of the total stock of C. The &quo...
Distributions To Shareholder/Employees Characterized As Dividends
October 8, 2019 - Bulletin Print Report
Shore Building Contractors, Inc., ("SB"), is a closely-held corporation that acts as general contractor in the construction industry. J and C, unrelated individuals,&...
Are "LIHTCs" Considered In Determining Fair Market Value Of Realty?
October 8, 2019 - Bulletin Print Report
OCGA Sec. 48-5-2(3) defines the phrase, fair market value of property, for purposes of ad valorem real property taxation, as "the amount a knowledgeable buyer would pay fo...
CJ's Dividend Should Not Be "Extraordinary"
October 7, 2019 - Bulletin Print Report
C&J Services, Inc., ("CJ"), announced, on October 4, 2019,that its Board of Directors has declared, "contingent on further action by the Board to estab...
Hess Midstream Partners To Restructure
October 7, 2019 - Bulletin Print Report
Hess Corporation, ("HC"), and Global Infrastructure Partners, ("GIP"), each owns an approximate 34 percent limited partnership interest in Hess Midstream Pa...
SIX/FUN - Updated 10/7/19
October 7, 2019 - Bulletin Print Report
We thought it would be a good idea to address several of the quest...
Alternative Investments Are Not Jeopardizing Investments
October 7, 2019 - Volume 13 Issue 192 Print Report
Y is exempt from tax under Sec. 501(c)(3) and is classified as a private foundation under Sec. 509(a). Y provides grants to charities in furtherance of its charitable...
NOLs Of Acquired Corporations Reduce Maryland Modified Income
October 4, 2019 - Bulletin Print Report
Petitioner, ("P"), challenges the Comptroller of Maryland'sposition of denying P's federal net operating losses, ("NOLs"), for Maryland corpor...
Reliance On Revenue Ruling Does Not Avoid Negligence Penalty
October 4, 2019 - Bulletin Print Report
BMEis contesting the I.R.S.'s assessment of Black Lung Excise Taxes, ("ET"). The ET is imposed by Sec. 4121 of the Internal Revenue Code which provides: &qu...
Redemption of Stock Acquired In Satisfaction of a Monetary Bequest
October 4, 2019 - Volume 13 Issue 191 Print Report
A decedent bequeathed outright to his wife "an amount sufficient to utilize the marital deduction to the maximum extent allowed by Sec. 2056 after taking into co...
Shipping Goods Into Ohio Led To Imposition Of "CAT"
October 3, 2019 - Bulletin Print Report
Mia Shoes, Inc., ("MS"), is a wholesaler of footwear headquartered in Miami, Florida. MS designs and manufactures footwear, then distributes such footwear to customer...
Taxpayer's Altruism Does Not Net A Dependency Exemption Deduction
October 3, 2019 - Bulletin Print Report
During 2012, petitioner-wife, ("PW"), worked at MTC, and petitioner-husband, ("PH"), worked at the USPS. Sometime before 2012, PW met LT. In late 2011, LT a...
Partnership Not Entitled To S.C. Infrastructure Tax Credit
October 3, 2019 - Volume 13 Issue 190 Print Report
CH is a general partnership that operates in South Carolina and is wholly owned by CII's three corporate affiliates. CII is a corporation. CH acquires and develop...
Grantor Trust Is A Separate Entity
October 3, 2019 - Bulletin Print Report
The Rs, husband and wife, are the sole grantors, trustees, and beneficiaries of the R Family Trust, ("Trust"). The Rs are treated, for federal income tax purposes, as...
Transfer of Stock to Executor Not a "Sale Or Other Disposition"
October 2, 2019 - Volume 13 Issue 189 Print Report
A taxpayer, who was not a dealer in securities, purchased shares of stock of a corporation in 1968 for $30 per share. The tax...
"AAA" Is Eliminated Following Expiration Of The "PTTP"
October 2, 2019 - Bulletin Print Report
Plaintiffs are shareholders in three family-owned corporations: LSWARE, LSWASH, and LSB, (the "Corporations"). Throughout their history, these companies toggled betwe...
Disability Benefits Are "Wages" Subject To Withholding
October 2, 2019 - Bulletin Print Report
These motions, the court explained, arise from a settlement of an action to collect disability benefits under various sections of ERISA. According to the Plaintiff, ("P&qu...
Determining A REIT's "Capital Interest" In A Partnership
October 2, 2019 - Bulletin Print Report
Taxpayer, ("TP"), a limited liability company, intends to elect to be a real estate investment trust, ("REIT"). Government Entity and one or more non-govern...
Minority Partner Not Doing Business In California
October 1, 2019 - Bulletin Print Report
APP is a foreign LLC formed in Washington State. For the years in issue, it was not registered to do business with the California Secretary of State, ("SOS"). In Dece...
Taxpayer Denied Nonbusiness Bad Debt Deduction
October 1, 2019 - Volume 13 Issue 188 Print Report
During 2008, petitioner sold an apartment building and realized a significant capitalgain on the sale. She reported this gain under the installment method....
Fannie Mae Is Not A Governmental Body
October 1, 2019 - Bulletin Print Report
Plaintiff, ("P"), filed a complaint alleging that she was improperly assessed Chicago's transfer tax on property transferred to her by Fannie Mae, ("FM"...
The Value Of Stock Must Take Into Consideration A Pending Merger
October 1, 2019 - Bulletin Print Report
Donor, ("D"), is a co-founder and Chairman of the Board of Directors of Corporation A, ("CA"), a publicly traded corporation. On Date 1, D transferred Share...
Tax Credit Denied to Producer Of Alternative Fuel Mixture
September 27, 2019 - Bulletin Print Report
Sec. 6426(e) of the Code allows taxpayers to obtain a credit for producing any alternative fuel mixture for sale or use in a trade or business of the taxpayer.
Redemption of Interest In an Investment Trust
September 27, 2019 - Volume 13 Issue 187 Print Report
TR is an arrangement created under a trust instrument and classified as a trust under Reg. Sec. 301.7701-4(c). TR holds a fixed portfolio consisting of common stock i...
Johnson & Johnson Scores A Refund Of NJ "Insurance Premium Tax"
September 26, 2019 - Bulletin Print Report
Johnson & Johnson, ("J"), is a New Jersey corporation headquartered in New Brunswick, New Jersey.In 1970, J formed Middlesex Assurance Company, ("MA&qu...
Avoiding Exposure To Environmental Liabilities Drives A Spin-Off
September 26, 2019 - Volume 13 Issue 186 Print Report
Distributing, ("D"), a State X corporation, has two classes of stock outstanding, Class A and Class B. The Class A shares are voting shares while the Class B shares a...
Elliott Management's Plan For Marathon Is Tax-Efficient
September 25, 2019 - Bulletin Print Report
Elliott Management, (EM), has come out with a comprehensive and obviously well thought out plan for the restructuring of Marathon Petroleum Corporation (MPC). EM has some histo...
"Tax Gross-Up Award" Denied Aggrieved Party
September 25, 2019 - Bulletin Print Report
S is a limited partnership formed by G and P to manage housing properties. Each partner owned a 2.5 percent general partnership interest and a 47.5 percent limited partnership...
Seller Of Multiple Motor Vehicles Denied A Sales Tax Credit
September 25, 2019 - Bulletin Print Report
On February 26, 2017, the Ks sold a Ford truck for $10,500. Two weeks later, the Ks sold a Kawasaki motorcycle for $3,900. On March 14, 2017, the Ks purchased a Dodge truck for...
Patent Infringement Payments Constitute Business Income
September 25, 2019 - Volume 13 Issue 185 Print Report
Client, (C), is a corporation that files as part of an Arizona consolidated return with its Parent (the "Arizona Affiliated Group"). &...
Lessor Not Entitled To Solar Energy Device Tax Credit
September 24, 2019 - Volume 13 Issue 184 Print Report
Company, (C), is a solar equipment leasing company. C is organized as a limited liability company (LLC)and istaxed as a partnership. C desires to install,...
"ATVs" And "UTVs" Are "Motor Vehicles"
September 24, 2019 - Bulletin Print Report
Petitioner, ("P"), sells all-terrain vehicles, ("ATVs"), side-by-side vehicles or utility task vehicles, ("UTVs"), motorcycles, and utility traile...
Massachusetts Tax Credit Allowed For CT "Pass-Through Entity" Tax
September 24, 2019 - Bulletin Print Report
Massachusetts, ("M"), law generally provides for a credit (the "Sec. 6(a) credit") against taxes imposed under chapter 62 on M residents for taxes due any o...
The Willens Deal Survey September 2019
September 23, 2019 - The Deal Survey: September 2019 Print Report
Welcome to our summary of deals for September 2019. 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....
Overstock.com To Declare "Unusual" Stock Dividend
September 23, 2019 - Bulletin Print Report
Overstock.com, Inc., ("OSTK"), announced, on July 30, 2019, that its Board of Directors has declared a dividend "payable in shares of its Digital Voting Series A...
Unfinished House Not Eligible For Florida's Homestead Exemption
September 23, 2019 - Bulletin Print Report
In July 2013, the Baldwins, (the "Bs"),sold their residence and abandoned their homestead. On July 10, 2013, the Bs purchased another property with a house on i...
PIK Interest Income Was "Unitary" Income
September 23, 2019 - Bulletin Print Report
Petitioner, ("P"), is a packaged food company. Prior to March 2008, P operated in three distinctsegments: consumer foods, international foods, and food and ingr...
Basis Of "QRP" Is Determined Under Sec. 1014
September 23, 2019 - Volume 13 Issue 183 Print Report
Shareholder, (SH), owns 100 percent of the common stock of X, a Massachusetts corporation. SH will sell "qualified securities" to an employee stock ownershi...
"Durable" Power Of Attorney Prevents Tolling Of Limitations Period
September 20, 2019 - Bulletin Print Report
In October 2005, H and his father, C, executed a written "durable" power of attorney, (the "DPA"). H requested the DPAto better assist C in the manage...
IRA Withdrawal Is Not Recast
September 20, 2019 - Bulletin Print Report
On October 29, 2014, a Judgment and Property Order Attachment to Judgment, ("Property Order"), was entered that dissolved P's marriage to his former spouse. It pr...
Clear and Convincing Evidence Lacking
September 20, 2019 - Volume 13 Issue 182 Print Report
Petitioner, (P), is the founder and president of a consulting engineering firm located in Orange County (New York). In 1977 or 1978, P announced his intention to grad...
Can AT&T Spin-Off DTV?
September 19, 2019 - Bulletin Print Report
The Wall Street Journal is reporting that AT&T, Inc. ("T") is considering parting ways with DIRECTV, ("DTV"), and has explored, among other options, a s...
Last Hurrah For "Sec. 338 Approach"
September 19, 2019 - Bulletin Print Report
Sec. 382(a) of the Internal Revenue Code provides that, after an "ownership change," within the meaning of Sec. 382(g), the amount of a loss corporation's taxable...
Outbound Liquidation
September 19, 2019 - Volume 13 Issue 181 Print Report
Parent, (P), is a Country X corporation engaged in the banking business worldwide. P conducts the banking business within the U.S. through a State A branch. P owns al...
Unbroken String Of Losses Does Not Negate Profit Motive
September 19, 2019 - Bulletin Print Report
WPR is a Texas limited partnership. It operates as the owner and developer of Whistling Pines Golf Club, ("WP"). O is the general partner of WPR and owns a onep...
District Court Had No Jurisdiction Over Overpayment Interest Claim
September 18, 2019 - Bulletin Print Report
Pfizer, Inc., ("P"), filed its 2008 Federal income tax return on September 11, 2009. The return depicted an overpayment of $769,665,651, and P asked the I.R.S. to ref...
SemGroup Shareholders Will Engage In A "Disguised Sale"
September 18, 2019 - Bulletin Print Report
Energy Transfer L.P., ("ET"), a Delaware limited partnership, announced on September 16, 2019that it has entered into a "definitive merger agreement whereb...
Risk Reduction Is A Good Business Purpose For A Spin-Off
September 18, 2019 - Volume 13 Issue 180 Print Report
Distributing, (D), has two classes of stock outstanding: Class A and Class B. Each classis imbued withequal rightswith respectto dividends and...
Another CVR Sighting
September 17, 2019 - Bulletin Print Report
H. Lundbeck A/S, ("HL"), and Alder BioPharmaceuticals, Inc., ("AB"), announced a definitive agreement for "HL to acquire AB." HL will form an indi...
Deferred Compensation Constitutes "Pensions and Annuities"
September 17, 2019 - Volume 13 Issue 179 Print Report
The Plan is an unfunded contractual agreement between Petitioner and his former Employer under which Petitioner provided services to Employer in exchange for Employer...
JEF To Pay An "In-Kind" Dividend
September 17, 2019 - Bulletin Print Report
Jefferies Financial Group, Inc., ("JEF"), is engaging in a rather unusual transaction--it will be distributing "property" (other than money) to its sharehol...
Money Lender Sustains A Business Bad Debt Deduction
September 17, 2019 - Bulletin Print Report
B was a licensed real estate broker. He was also a co-founder andthe majority shareholder of A, an 'S' corporation. A was engaged in making mortgage loans secured...
Amazon Owes South Carolina Sales Tax On "Merchant" Sales
September 16, 2019 - Bulletin Print Report
Amazon Services, ("AS"), is an Amazon.com, Inc. subsidiary that operates the website amazon.com, (the "Marketplace"), which lists various products for sale,...
Zimmer Liable For Illinois Use Tax
September 16, 2019 - Bulletin Print Report
The Illinois Retailers' Occupation Tax Act imposes a tax upon persons engaged in this State in the business of selling tangible personal property to purchasers for use or c...
Contract Buy-Out Payment Not New York Source Income
September 16, 2019 - Volume 13 Issue 178 Print Report
Petitioner is a professional sports player, almost certainly a hockey player, carries a foreign passport, and is a domiciliary of X-Country (XC). In 1993, petitioner...
Prizes And Awards Are Included In Income
September 13, 2019 - Bulletin Print Report
In 2016, C was a high school student in Columbia, Tennessee. That year, a local car dealership, CCD, held its annual "Strive to Drive" competition. Strive to Drive is...
"Snowbird" Did Not Abandon NY Domicile
September 13, 2019 - Volume 13 Issue 177 Print Report
In 1971, petitioners were married and purchased a home in Queens, New York, (MH). In 1993, petitioners created a retained interesttrust which provided for them...
A "Checked" Entity Is A Corporation For Tax Purposes
September 12, 2019 - Bulletin Print Report
Petitioner, ("P"), is a Delaware corporation that manufactures and markets agricultural equipment.... P owned the single membership interest of JDH-US, a limited liab...
G.E. Will Deconsolidate Baker Hughes
September 12, 2019 - Bulletin Print Report
Baker Hughes, a GE company, ("BHGE"), as expected, announced recently that its controlling shareholder, General Electric Company, ("GE"), has commenced a se...
Obligation To Pay For Redeemed Shares Is Other Property
September 12, 2019 - Volume 13 Issue 176 Print Report
The decedent died in 1981 owning 2,600 shares of the 7,500 outstanding shares of a closely held corporation. The executor ele...
OTCs Are In The Business Of Operating Hotels
September 11, 2019 - Bulletin Print Report
Online travel companies, ("OTCs"), develop, operate, and maintain websites that offer "travel facilitation" services. One of these services allows travelers...
Certain Redemptions Count For "Substantially All" Purposes
September 11, 2019 - Volume 13 Issue 175 Print Report
AF is a State A corporation registered under the Investment Company Act of 1940 as a diversified, open-end management investment company. AF has elected to be treated...
I.R.S. Proposed Regulations Will Reduce NOL-Absorbing "RBIGs"
September 10, 2019 - Bulletin Print Report
The Internal Revenue Service has issued proposed regulations "regarding the items of income and deduction which are included in the calculation of 'built-in gains and...
No Sales Tax On Golf Cart Rentals
September 10, 2019 - Volume 13 Issue 174 Print Report
PFG owned and operated the Golf Club at Peveley Farms, (PF). PFG purchased and paid sales tax on golf carts for use at the PF course. PFG requires its customers to pa...
Charter Schools' Ad Valorem Funding Is Constitutional
September 10, 2019 - Bulletin Print Report
Under the Mississippi Charter Schools Act of 2013, (the "Act"), a charter school receives its funding from two sources: (1) local ad valorem taxes...
Private Equity Firms Seek To Remedy Symantec's Tax Inefficiency
September 9, 2019 - Bulletin Print Report
The Wall Street Journal is reporting that "Symantec Corporation, ("S"), has received interest from a pair of private-equity suitors seeking to buy the firm for m...
The "Absolute Priority" Rule Applies In Individual Chapter 11 Cases
September 9, 2019 - Bulletin Print Report
The Debtors filed a Chapter 11 Plan that provides for the secured claim of the I.R.S., in the amount of $225,884.28, to be reduced to $41,905. The reduced number represents the...
Payments In Lieu Of Liquidating Dividends
September 9, 2019 - Bulletin Print Report
AABAhas declared a liquidating distribution in the amount of $51.50 in cash per share of its common stock. The distribution will be paid on September 23, 2019 to holders...
Bankruptcy Does Not Affect Affiliation
September 9, 2019 - Volume 13 Issue 173 Print Report
X is the common parent of an affiliated group filing a consolidated income tax return on a calendar year basis. Y has been a wholly-owned subsidiary of X since its or...
AABA Declares A Liquidating Distribution
September 6, 2019 - Bulletin Print Report
Altaba, Inc., ("AABA"), announced that its Board of Directors has declared a "liquidating distribution" of $51.50 in cash per share of its common stock. The...
Date of Acquisition Excluded In Determining Holding Period
September 6, 2019 - Volume 13 Issue 172 Print Report
Plaintiffs are husband and wife. On November 30, 1972, they purchased certain commodity futures contracts, which they sold on May 31, 1973, resulting in a gain of $1,...
PRU To Make "Earn-Out" Payments
September 6, 2019 - Bulletin Print Report
Prudential Financial, Inc., ("PRU"), has signed a definitive agreement to acquire a closely held corporation named Assurance I.Q., Inc., ("AIQ"). AIQ is an...
Abercrombie & Fitch's California Challenge Yields No Damages
September 6, 2019 - Bulletin Print Report
Abercrombie & Fitch, ("A"), is a Delaware corporation. A engages in a multi-state "unitary" business that consists primarily of selling clothing at reta...
Passage of Title Fixes Sales Tax Obligation
September 5, 2019 - Volume 13 Issue 171 Print Report
Applicant, (AP), is an out-of-state distributor of engines, generators, and other types of equipment. AP maintains distribution facilities in several different states...
Activity Not Considered A Rental Activity
September 5, 2019 - Bulletin Print Report
The Es owned numerous rental properties including the three at issue here. The Es treated the three properties as "rental activity." The I.R.S. disallowed this approa...
"System" Not An Exempt Orthopedic Or Prosthetic Device
September 5, 2019 - Bulletin Print Report
APP is a California based corporation that is in the business of manufacturing and selling certain medical devices. APP produces the "System," which consists of three...
Will Caesars' Foreign Shareholders Be Subjected To Withholding Tax?
September 5, 2019 - Bulletin Print Report
Eldorado Resorts, Inc., ("ERI"), has entered into a definitive agreement with Caesars Entertainment Corporation, ("CEC"),pursuant to which the former...
Avoiding Sec. 332 Nonrecognition Treatment
September 4, 2019 - Volume 13 Issue 170 Print Report
Y owned all of the stock of Z. On February 20, 1979, Y sold 333 of the 1,000 shares of Z stock to an unrelated party, W. The purchase price and terms of the transacti...
Loan Not A Non-Dischargeable "Educational Loan"
September 4, 2019 - Bulletin Print Report
Debtor, ("D"), began attending college at the University of New Haven in the fall of 2009. D financed her studies with student loans, ("SLs"), other grants,...
A Contribution To A Qualified Trust Must Be Actually "Paid"
September 4, 2019 - Bulletin Print Report
Sec. 404(a) of the Code governs the deductibility of a contribution to the trust of a deferred compensation plan maintained by an employer for its employees that satisfies the...
Adherence To Proposed "Device" Regs. Required For Ruling Purposes
September 4, 2019 - Bulletin Print Report
Distributing, ("D"), is the common parent of an affiliated group of corporations. The group is engaged in both Business A and Business B, each of which it has carried...
The New "Nexus" Rules Ensnare "Remote" Baker
September 3, 2019 - Bulletin Print Report
Company, which is located outside of Colorado, manufactures and sells pre-packaged "bakery food products," such as brownies, cookies, and bars. Company's bakery i...
I.R.S. Ruling Regarding Invesco's Acquisition Of OAC From MMLIC
September 3, 2019 - Bulletin Print Report
USP is the common parent of an affiliated group of corporations that files a consolidated federal income tax return. USP is Massachusetts Mutual Life Insurance Company. UST is...
MSG Spin-Off Update
September 3, 2019 - Bulletin Print Report
The Madison Square Garden Company, ("MSG"), in its recently filed Form 10-K, has, seemingly, confirmed the fact that it is actively pursuing a spin-off of a newly cre...
How To Determine Holding Period
September 3, 2019 - Volume 13 Issue 169 Print Report
The question is whether the profit of $95,168.75 realized by the taxpayer on the sale in 1927 of certain real estate is to be taxed as ordinary income or as capital g...
Vacation Home Found To Be Permanent Place Of Abode
August 30, 2019 - Bulletin Print Report
Petitioners, ("Ps"), husband and wife, are domiciled in the State ofNew Jersey. Petitioner-husband, ("P"), is the Chief Investment Officer of Wynnefie...
Tallgrass Energy L.P. Is A Corporation
August 30, 2019 - Bulletin Print Report
On August 7, 2019, Tallgrass Energy L.P., ("TGE"), announced that the board of directors of its general partner had received a proposal from Blackstone Infrastructure...
Determining Holding Period For Long-Term Capital Gain Purposes
August 30, 2019 - Volume 13 Issue 168 Print Report
The debentures in question are two of a series issued by K&S on October 1, 1963, bearing interest at the rate of six percent per annum payable in cash, maturing o...
Son Does Not "Inherit" His Father's Interest Expense Classification
August 29, 2019 - Bulletin Print Report
W is the son of M, who passed away in October 2013 at the age of 95. M participated in partnerships with CC, "a legendary real estate entrepreneur in the Washington D.C. a...
The "AOC" Lasts For Only Four Years
August 29, 2019 - Bulletin Print Report
The issue for decision is whether petitioners, ("Ps"), are entitled to the American Opportunity Credit, ("AOC"), related to their daughter, ET. Ps have two...
Worthless Debt Classified as "Nonbusiness"
August 29, 2019 - Volume 13 Issue 167 Print Report
In 1970, petitioner owned 50 percent of the stock of DAI. PAG was a California corporation owned 30 percent by petitioner. In...
Bookseller Had Substantial Nexus With Washington
August 28, 2019 - Bulletin Print Report
T is based in Oregon and it purchases and sells textbooks over the internet from and to schools and students across the United States. T receives orders on its internet site, w...
FTI Will Pursue A Tax-Free Spin-Off
August 28, 2019 - Bulletin Print Report
In early 2017, Technip S.A., ("TEC"), and FMC Technologies, Inc., ("FTI"), engaged in an "inversion" transaction in which (i) TEC was merged with...
Waiver Of Waiting Period For Reconsolidation Denied
August 28, 2019 - Volume 13 Issue 166 Print Report
Prior to Date 1, P was the common parent of an affiliated group that filed a consolidated federal income tax return on a calendar year basis (the "Old Group"...
AMGN Will Acquire Otezla
August 27, 2019 - Bulletin Print Report
In order to secure neededapproval from the Federal Trade Commission, ("FTC"),for the Bristol-Myers-Squibb, ("BMY"), acquisition, Celgene Corpora...
Decedent's IRA Not Classified As An "Inherited" IRA
August 27, 2019 - Bulletin Print Report
Decedent died after he was required to begin receiving required minimum distributions from his individual retirement account, ("Decedent's IRA"). At the time of h...
Seller Of Telecommunications Services Cannot Deduct "COGS"
August 27, 2019 - Bulletin Print Report
M sells electrical, light, and radio signals to customers who then use these signals to make phone calls or access the internet. In Texas, a franchise tax is imposed on each ta...
Right to Policy Dividends Is Not An "Incident of Ownership"
August 27, 2019 - Volume 13 Issue 165 Print Report
Decedent and Former Spouse were married on Date 1. In Year, Former Spouse instituted an action for divorce in State Court. On Date 2, Decedent and Former Spouse execu...
States Need Not Grant Foreign Tax Credits
August 26, 2019 - Bulletin Print Report
The Steiners, (the "Ss"), filed joint tax returns as Utah residents in 2011, 2012, and 2013. Mr. S, ("S"), is a shareholder of SL, which is taxed as an '...
An Electric Vehicle's Battery Is Not A "Fuel Tank"
August 26, 2019 - Bulletin Print Report
The taxpayer, (KK), owns and operates a plastic surgery business in Metarie, Louisiana. In 2016, KK decided to spread his wingsand did so by installing a row of Electric...
Characterizing ADR Program Payments
August 26, 2019 - Volume 13 Issue 164 Print Report
Corporations use Depositary Receipts programs to make their stock more attractive to investors in foreign markets. Depositary Receipts programs that make stock of for...
Location Of Residence Determined Site Of "Domicile"
August 26, 2019 - Bulletin Print Report
Petitioner and his wife owned a property that straddles the Bronx/Yonkers border. Petitioner and his wife maintaintheir residence on the property, which has an address in...
VMware To Annex Pivotal Software and Carbon Black
August 23, 2019 - Bulletin Print Report
VMware, Inc., ("VMW"), is controlled by Dell Technologies, ("DT"). From what we can gather, DT wholly owns EMC and the latter owns approximately 97 percent&...
Damages For "Psychological Harm" Excluded From Gross Income
August 23, 2019 - Volume 13 Issue 163 Print Report
Before Year 1, Mr. Y suffered personal physical injuries within the meaning of Sec. 104(a)(2) of the Internal Revenue Code. I...
Pembina Pipeline Corp. Will Acquire Kinder Morgan Canada Ltd.
August 23, 2019 - Bulletin Print Report
Kinder Morgan Canada Limited, ("K"), announced that it has reached an agreement with Pembina Pipeline Corporation, ("P"), under which P has agreed "to...
Retired Taxpayer Did Not Qualify As A "Real Estate Professional"
August 23, 2019 - Bulletin Print Report
At some time before 2013, petitioners, ("Ps"), purchased two contiguous rental properties in Glenn DaleMaryland. Each rental property consists of a single-famil...
Defaulted Plan Loan Is A Deemed Distribution Therefrom
August 23, 2019 - Bulletin Print Report
Mr. M was 51 years of age during the year at issue. He had been employed for about 15 years in the "SCA." As an SCA employee, Mr. M participated in the New York City...
The Willens Deal Survey August 2019
August 22, 2019 - The Deal Survey: August 2019 Print Report
Welcome to our summary of deals for August 2019. 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.
Lack Of Competent Appraisal Bars Hurricane Ike Casualty Loss Deduction
August 22, 2019 - Bulletin Print Report
In 1998, petitioner, ("P") purchased the property known as "HH for $9.25 million. The sale price consisted of P's then-current residence in the famed Rivers...
Sec. 301 Distributions By a "Converted" 'S' Corporation
August 22, 2019 - Volume 13 Issue 162 Print Report
X corporation, (X), was incorporated on Date 1. X elected to be treated as an 'S' corporation, effective Date 2. Prior to Date 2, X was taxed as a C corporati...
'S' Corporation Not Agent of Tax-Exempt Shareholder
August 21, 2019 - Volume 13 Issue 161 Print Report
Y is tax-exempt under Sec. 501(c)(3) of the Internal Revenue Code, and a Sec. 509(a) supporting organization of the Center and its School of Medicine. Through Y, the...
Marathon Oil Corporation Bests The I.R.S. In Tax Court
August 21, 2019 - Bulletin Print Report
In a case with only a "bare bones" opinion, one thing emerges very clearly, Marathon Petroleum Corporation, ("MRO"), scored an impressive victory over the I...
Nonresident Of Kentucky Taxed On Severance Pay
August 21, 2019 - Bulletin Print Report
From 2005 until 2015, SR maintained employment with Fruit of the Loom, ("FOL"), in Bowling Green, Kentucky. SR ended his employment with FOL effective December 31, 20...
Charitable Activities Not Considered In Determining Residency
August 20, 2019 - Volume 13 Issue 160 Print Report
X has been a Florida domiciliary since 1985. He owns a permanent place of abode in New York but does not spend more than 183 days in New York during any taxable year...
G.E.'s Accounting For BHGE Is Sound
August 20, 2019 - Bulletin Print Report
The "Markopolos Report," (the "Report"),which alleged serious accounting improprieties being committed by General Electric, ("GE"), initiall...
RIC Dividends Derived From Municipal Bond Interest Are Taxable
August 20, 2019 - Bulletin Print Report
Taxpayers, ("TPs"), reside in California. They held shares in the Blackrock Insured Municipal Term Trust, Inc., ("BMT"), a regulated investment company, (&q...
Prescription Drugs Includes Medical Devices
August 20, 2019 - Bulletin Print Report
The Louisiana Legislature passed Acts 25 and 26 which went into effect April 1, 2016 and were to expire on June 30, 2018. The Acts suspended nearly all exclusions and exemption...
Illinois Resident Denied Credits For Taxes Paid To New Jersey
August 19, 2019 - Bulletin Print Report
On July 14, 2014, the taxpayers filed a Form IL-1040 that included a Schedule CR, "Credit for Tax Paid to Other States." To calculate the credit, the taxpayers took t...
Amazon's "Residual-Business Assets" Are Not "Intangibles"
August 19, 2019 - Bulletin Print Report
In 2005 and 2006, Amazon.com, Inc., ("A"), restructured its European businesses in a way that would shift a substantial amount of its income from U.S. entities to Eur...
Payment by Parent of Sub's Expenses
August 19, 2019 - Volume 13 Issue 159 Print Report
Where all the stock in a subsidiary is sold to another corporation and, as part of the contract of sale, the former parent agrees to pay, and does pay, a contingent l...
When Do Taxes Reduce E&P?
August 16, 2019 - Volume 13 Issue 158 Print Report
A corporation maintained its books of account and filed its Federal income tax returnutilizing the cash receipts and disbursements method of accounting....
Failure To Cash Distribution Checks Is Of No Significance
August 16, 2019 - Bulletin Print Report
Employer M, ("EM"), is the plan administrator of Plan X, a qualified retirement plan under Sec. 401(a) of the Code. A distribution of $900 is required to be made from...
Symantec's "Special Distribution" And The "Redemption" Requirement
August 15, 2019 - Bulletin Print Report
A distribution in partial liquidation is a distribution "in redemption" of the distributing corporation's stock that satisfies the requirements set forth in Sec....
Siblings Are Not Family Members
August 15, 2019 - Volume 13 Issue 157 Print Report
GI, Inc., (GI), was incorporated in December, 1982. CG, an individual, owned 68 percent of the stock and his brother, KG, owned 26 percent of the stock. &nb...
Football Players Are Not Employees Of The NCAA
August 15, 2019 - Bulletin Print Report
D played football forthe University of Southern California, a Division I, ("DI"), FBS member of the NCAA's, ("N"),PAC-12 Conference, ("...
Charity-Owned LLC Not Exempt From Property Tax
August 14, 2019 - Bulletin Print Report
Pursuant to Sec. 58.1-3606 of the Code of Virginia, property "owned by" incorporated colleges or other institutions of learning not conducted for profit and used prim...
New York Abode Not Deemed Permanent
August 14, 2019 - Volume 13 Issue 156 Print Report
The taxpayer, A, is domiciled in Nebraska and will maintain his domicile there. He has entered into an employment contract with a U.S. corporation which has its princ...
Symantec Partial Liquidation Update
August 13, 2019 - Bulletin Print Report
--We are now hearing, from many sources, that the company believes "it is more likely than not," that its special dividend will be reported as such and not as a distribution in partial li...
Liberty Global's "Circuitous" Self-Tender Offer
August 13, 2019 - Bulletin Print Report
Liberty Global plc, a public limited company organized under the laws of England and Wales, "invites our shareholders to tender" (i) up to $625 million in value of ou...
Individual Not Employed Full Time "For At Least 1/2 Of The Year"
August 13, 2019 - Bulletin Print Report
Petitioners, ("Ps"), filed joint New York nonresident and part-year resident tax returns on which they claimed, on a flow through basis, the "QEZE" Real Pro...
"Boyle" Remains Relevant In The E-Filing Era
August 13, 2019 - Bulletin Print Report
Plaintiffs, ("Ps"), seek refund of a tax penalty imposed as an addition to tax under Secs. 6651, 6601 in the amount of $120,607.27. The Internal Revenue Service impos...
When Is An LLC "Formed"?
August 13, 2019 - Volume 13 Issue 155 Print Report
On July 6, 2006, the taxpayer, (TP),filed its articles of organization, as an LLC, with the Secretary of State of Vermont. On May 21, 2007, some 10 months later...
Early Distributions From A Sec. 401(k) Plan Are Penalized
August 12, 2019 - Bulletin Print Report
Petitioners, ("Ps"), are husband and wife residing in the State of New York. In 2015, the taxable year in issue, they were both under 55 years of age. During 2015, pe...
Executor's Impairment Does Not Excuse Late Refund Claim
August 12, 2019 - Bulletin Print Report
Plaintiff, ("P"), serves as the personal representative of the Estate of Frances E. P. Roper, ("R").Rdied on September 21, 2007. At the time of...
LBO Not Derailed By Sec. 269
August 12, 2019 - Volume 13 Issue 154 Print Report
The issue, in Cromwell Corporation, et al. v. Commissioner , 43 T.C. 313 (1964), is whether the I.R.S. erred in determining that petitioners were not entitled...
Will Symantec's "Special Dividend" Be A Distribution In Partial Liquidation?
August 9, 2019 - Bulletin Print Report
Symantec Corporation, ("S"), announced that it has entered into a definitive agreement to sell its Enterprise Security assets, which includes the S name, to Broadcom,...
Swap of U.S. Realty For Virgin Islands Realty Can Be Tax-Free
August 9, 2019 - Volume 13 Issue 153 Print Report
A owns a rental house in State X and would like to exchange that property for a condominium unit, also rental property, in St. Thomas, U.S. Virgin Islands in a like k...
When Is An Amended Return An "Original" Return?
August 9, 2019 - Bulletin Print Report
A tax return was electronically filed with the Oregon Department of Revenue on April 17, 2018, for tax year 2017 that did not claim the pass-through entity, ("PTE"),...
Mayo Clinic Is An "Educational Organization"
August 8, 2019 - Bulletin Print Report
Mayo Clinic, ("M"), is a Minnesota nonprofit corporation and tax-exempt organization under Sec. 501(c)(3) of the Internal Revenue Code. M is the parent organization o...
Calculating Virginia "Fixed Base Percentage"
August 8, 2019 - Volume 13 Issue 152 Print Report
The Company has been in business since 2010 and has been in business in Virginia since 2011. The Company submitted Form RDC, "Application forResearch and D...
Fiber Optic Installations Are Taxable Real Property
August 8, 2019 - Bulletin Print Report
Petitioners commenced this proceeding and action seeking...a determination that the subject properties, which include fiber optic cables and accompanying equipment ("fiber...
REMICs and CMOs Not "Secured" By Mortgages
August 7, 2019 - Volume 13 Issue 151 Print Report
Cashmere Valley Bank, (C), challenges the denial of an interest income deduction for income derived from REMIC and CMO investments....
Private Foundation Not A Government Agency Or Instrumentality
August 7, 2019 - Bulletin Print Report
Petitioner, ("P"), is the executor of Estate and the trustee of Trust. The purposes of the Trust are "to provide for the care of neglected and homeless animals a...
Gannett Merger Will Not Qualify As A Reorganization
August 7, 2019 - Bulletin Print Report
New Media Investment Group, Inc., ("NEWM"), and Gannett Co., Inc., ("GCI"), announced that NEWM and GCIhave entered into a definitive agreement "...
Accounting For Dividends Received From An "80/20" Corporation
August 6, 2019 - Bulletin Print Report
In Montana, multinational corporations may elect to file their tax returns by apportioning their income attributable to Montana from their domestic subsidiaries while excluding...
'D' Reorganization Ownership Will Not Defeat An 'S' Election
August 6, 2019 - Bulletin Print Report
Distributing, ("D"), is a State A corporation that was organizedon Date 1 and made an election under Sec. 1362(a) to be an 'S' corporation effective as...
Deducting Certain Stock Issuance Expenses
August 6, 2019 - Volume 13 Issue 150 Print Report
There are two general types of open-end investment companies. The first typeis one that imposes a sales charge on the shares sold. It sells its shares to an und...
Just Eat plc Will Undertake A "Scheme Of Arrangement"
August 5, 2019 - Bulletin Print Report
The boards of each of Takeaway.com N.V. and Just Eat plcannounced that they have reached agreement on the terms of a recommended "all-share combination" to be e...
Chevron's Q2 Earnings Contain Some Tax "Noise"
August 5, 2019 - Bulletin Print Report
Chevron Corporation, ("CVX"), recently reported its second quarter earnings. They were much improved vis a vis the second quarter of 2018. In fact, the current quarte...
"QTIP" Assets Included In Surviving Spouse's Estate
August 5, 2019 - Bulletin Print Report
MRTpredeceased MST (his wife) on December 1, 1989. At the time of death, MRT and MST were each residents of Michigan. MRTdied with a valid will. The will directed t...
The "Last Resort" Formulation of the Business Purpose Test
August 5, 2019 - Volume 13 Issue 149 Print Report
X Corporation, (X), and Y Corporation, (Y), have been engaged in the active conduct of a warehousing business and a transportation business, respectively, for the las...
Minnesota R&D Credit Incorporates Federal Principles
August 2, 2019 - Bulletin Print Report
Minnesota's R&D tax credit is calculated by subtracting a "base amount" of qualified research expenses, ("QREs') from the QREs for the taxable year....
Substantial Intercorporate Transactions Lacking
August 2, 2019 - Volume 13 Issue 148 Print Report
Knowledge Learning Corporation, (KLC), operates pre-K learning centers and after-school care for children ages six weeks to 12 years. &nbs...
The Wash Sale Rules Have a Long Reach
August 1, 2019 - Volume 13 Issue 147 Print Report
The taxpayer, who was employed by X corporation, ("X"), was a participant in X's incentive compensation plan. As a participant in such plan, the taxpaye...
No "Conveyance" Of Property Found
August 1, 2019 - Bulletin Print Report
On April 25, 1996, RMZ, the owner of the property at issue, executed a quitclaim deed, which conveyed title to herself and her children as joint tenants with full rights of sur...
Roth IRA Not Exempt From Creditors
July 31, 2019 - Bulletin Print Report
Prior to filing his petition for relief, Debtor, ("D"), entered into an agreement with Signature Bank, ("SB"), in connection with which he guaranteed an SBA...
GHDX Shareholders Will Be Taxed On The EXAS Stock They Receive
July 31, 2019 - Bulletin Print Report
Exact Sciences Corporation, (EXAS), and Genomic Health, Inc., (GHDX), have entered into a definitive agreement under which EXASwill combine with GHDX"for $72.0...
Contract Purchaser Has Standing To Challenge Property Tax Levy
July 31, 2019 - Volume 13 Issue 146 Print Report
The property at issue was assessed by the Township at a total of $1,747,000 for tax year 2012. At the time of this assessment, the property was owned by LS, but event...
No Sale Or Exchange Without Consideration
July 30, 2019 - Bulletin Print Report
In 2012, Appellants, ("As"), transferred commercial property located in Orlando, Florida to the Temple of Israel of Hollywood, a qualified Sec. 501(c)(3) organization...
BANC Tenders For Depositary Shares
July 30, 2019 - Bulletin Print Report
Banc of California, Inc., ("BANC"), announced the commencement of a cash tender offer, (the "Offer"), to purchase, using up to $75 million,its Deposit...
MYL And PFE To Undertake A "Reverse Morris Trust" Transaction
July 30, 2019 - Bulletin Print Report
MylanN.V., ("MYL"), and Pfizer, Inc., ("PFE"), announced a definitive agreement "...to combine MYL with Upjohn, PFE's off-patent branded and...
Taxpayer Can Deduct Lawsuit Settlement Payments
July 30, 2019 - Volume 13 Issue 145 Print Report
Foreign Parent, (FP), is a bank. TP is part of FP's private banking division and TP services "high net worth" individuals of a specific geographic area....
Dusting Off The Sprint/T-Mobile Merger
July 29, 2019 - Bulletin Print Report
It now appears, since the Department of Justice has signed off on the deal, that the historic combination of T-Mobile US, Inc., ("T"), and Sprint Corporation, ("...
Floating Docks Found To Be "Real Estate Assets"
July 29, 2019 - Bulletin Print Report
Taxpayer, ("TP"), an indirect owner of interests in Company, ("C"), intends to be taxed as a real estate investment trust, ("REIT"). C, a partners...
Date of "Sale" For Wash Sale Purposes
July 29, 2019 - Volume 13 Issue 144 Print Report
On July 1, 1958, the taxpayer purchased 100 shares of common stock. On October 1, 1958, he entered an agreement for the sale of this stock at a loss and to deliver it...
Verizon Cannot Avoid California Use Tax
July 26, 2019 - Bulletin Print Report
During the tax periods from July 1, 2000 through December 31, 2011, Verizon, ("V"), purchased various completed telephone cables, conduit, and poles. V either install...
Renting a "Place of Abode"
July 26, 2019 - Volume 13 Issue 143 Print Report
A Connecticut domiciliary owns a place of abode in East Hampton, New York, where he spends three to five months a year with his family. The individual works in New Yo...
FB's Q2 Earnings Reflect "Altera" Loss And FTC Accrual/Sprint's NOLs
July 25, 2019 - Bulletin Print Report
Facebook Inc.'s second quarter earnings reflecta "provision for income taxes" in the amountof $2.216 billion, contributing to a depressed net income f...
The Willens Deal Survey July 2019
July 25, 2019 - The Deal Survey: July 2019 Print Report
Welcome to our summary of deals for July 2019. 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.
Dissolved Corporation Not Subject to New York State Tax
July 25, 2019 - Volume 13 Issue 142 Print Report
HRC was incorporated in New York State on January 9, 1947. It was a family corporation whose sole equalshareholders in 1976 were HO and IH. The corporation had...
Gambling Losses Relegated To Schedule A
July 25, 2019 - Bulletin Print Report
The parties are in agreement that petitioner, ("P"), is entitled to $16,841 in deductible gambling losses for 2015. The principal issue for decision is whether P is e...
The Interaction of Sec. 303 and Sec. 304
July 24, 2019 - Volume 13 Issue 141 Print Report
Decedent, who was bothan officer and director of X Corporation, (X), and Y Corporation, (Y), died in 1970. After the de...
Genotyping Is Medical Care
July 24, 2019 - Bulletin Print Report
TP has a healthcare flexible spending account, ("FSA"), and seeks to use the FSA to purchase genetic testing services and resultant reports offered by X. X is 23andMe...
Transfer of Portion of IRA Triggers Sec. 72(t) Tax
July 23, 2019 - Volume 13 Issue 140 Print Report
Taxpayer A, (TPA), age 58, maintained IRA B with Company C. TPA began receiving distributions from IRA B in the monthly amount of Amount 1 which was intended to be a...
How Is A "Sub-servicer's" Income Apportioned?
July 23, 2019 - Bulletin Print Report
TP, a federally chartered savings bank, provides mortgage loan servicing and sub-servicing. While TP has several customers located within Washington, TP does not have any prope...
Tissue Bank Is Not An Exempt Service Business
July 23, 2019 - Bulletin Print Report
TP is a human tissue bank that provides services associated with the processing, storage, preparation and transportation of tissue specimen to clients for medical research and...
Equifax Will Establish A Qualified Settlement Fund
July 23, 2019 - Bulletin Print Report
Equifax, Inc., ("E"), the victim of a well-publicized "cyber-security incident" in 2017 in connection with which consumer information was compromised, has e...
A Grant Is Qualifying Income For A REIT
July 22, 2019 - Bulletin Print Report
Taxpayer is a real estate investment trust, ("REIT"). Taxpayer owns and operates retail space in the eastern half of the United States. Taxpayer is the sole general p...
CMH's "Going Private" Transaction Will Produce Deemed Dividends
July 22, 2019 - Bulletin Print Report
On February 1, 2019, Carmanah Technologies Corporation, (TSX: CMH), completed the sale of a substantial portion of its assets to SPX. Since then, the company has been pondering...
Sen. Warren Seeks To Transform The Private Equity Business
July 22, 2019 - Bulletin Print Report
Senator Elizabeth Warren, the Democratic presidential candidate, has been the most prolific of the hopefuls whenit comes to detailed policy proposals, all of which are&nb...
No Maintenance of a "Permanent Place of Abode"
July 22, 2019 - Volume 13 Issue 139 Print Report
Petitioner is a resident of New Jersey and regularly commutes to his job in New York City. In addition to his New Jersey home, Petitioner maintains a summer home in Q...
Seattle's "High Earner" Tax Is Unconstitutional
July 19, 2019 - Bulletin Print Report
Seattle enacted an ordinance in July 2017 imposing an income tax on high-income residents. Seattle "imposed a tax on the total income of every resident taxpayer in the amo...
"Double Drop Downs" Are Separate Transactions
July 19, 2019 - Volume 13 Issue 138 Print Report
P Corporation, ("P"), and its wholly-owned subsidiary, S1, are each incorporated in State A. State A has "advantageous" corporate laws....
Determining A College Professor's "Tax Home"
July 18, 2019 - Bulletin Print Report
TP maintains a residence in Lowell, Massachusetts, which is the home of his wife and two children. In 2006, he began working as a professor at DC. Each school year he signed a...
Hillenbrand's "RTM" Will Be Taxable
July 18, 2019 - Bulletin Print Report
Hillenbrand, Inc., ("H"), and Milacron Holdings Corporation, ("M"), recently announced that they have entered into a definitive agreement "under which...
No Vested Property Right To Tax Credits
July 18, 2019 - Volume 13 Issue 137 Print Report
Prior to June, 2004, BASF owned a parcel of real property ("S40"). The S40 was polluted. Plantiffs entered an agreement with BASF, whereby the S40 would be...
Deduction For Degree Program Permitted
July 17, 2019 - Bulletin Print Report
K was a high school social studies teacher for 25 years. He taught a course entitled "20thCentury World History" as part of the School District's Internatio...
Will "Digital" Taxes Be Creditable?
July 17, 2019 - Bulletin Print Report
France has now committed to imposing what is being referred to as a "digital tax" on certain "tech" companies doing business in France; and with digital sal...
Sec. 162(m) Does Not Apply To Compensation Paid By The "OP"
July 17, 2019 - Volume 13 Issue 136 Print Report
Corporation, (C), owns approximately an "x%" general partnership interest (as common unit ownership) in Partnership, (PS). C also owns "y%" of the...
Independent Contractors Do Not Preclude An "Active Business"
July 16, 2019 - Bulletin Print Report
Decedent died on Date 2. At the time of death, Trust, a revocablegrantor trust, held shares of C1. C1 is currently composed of six operating units: OU 1-6. Under Sec. 616...
Appraisal Expenses Are Capital Expenditures
July 16, 2019 - Volume 13 Issue 135 Print Report
Taxpayers owned or controlled a majority of the common stock of TH. On June 9, 1960, the taxpayers voted their controlling share of the stock of the corporation in fa...
Cooperative Dividends Will Not Imperil A REIT Election
July 16, 2019 - Bulletin Print Report
Taxpayer, ("TP"), is a limited liability company that has elected to be classified as an association taxable as a corporation. TP will elect to be taxed as a real est...
Waiver Fees Not Subject To Sales Tax
July 15, 2019 - Bulletin Print Report
Rent-A-Center East, Inc., ("RAC"), offers household items, such as furniture and electronics, to the public on a "rent to own" basis whereby a customer obta...
Taxpayer's Charitable Contribution Carryovers Found To Expire
July 15, 2019 - Bulletin Print Report
TP is a corporation that had several years of net operating loss, ("NOL"), carryovers and charitable contribution carryovers, ("charitable carryovers"), tha...
Tissue Provider Need Not Collect And Remit Sales Or Use Tax
July 15, 2019 - Bulletin Print Report
Company, ("C"), accepts whole-bodydonations. People donate knowing that C will remove tissues or other parts from the bodies. The people know that these parts w...
No Resident Credit For Tax Imposed On Gambling Winnings
July 15, 2019 - Volume 13 Issue 134 Print Report
The issue is whether a New York State resident individual may claim a resident tax credit, pursuant to Sec. 620(a) of the Tax Law, for income taxes paid to another st...
Will Withholding Tax Be Imposed On The OXY Merger Consideration?
July 12, 2019 - Bulletin Print Report
The transactioninvolving Occidental Petroleum Corporation, ("OXY"), and Anadarko Petroleum Corporation, ("APC"), is relatively straightforward, i.e.,...
Subpart F Income Treated As Dividend Income
July 12, 2019 - Bulletin Print Report
Taxpayer, ("TP"), is a global corporation with various subsidiaries doing business in countries throughout the world. TP is organized as a U.S. corporation under the...
Husband Successfully Changed Virginia Domicile
July 12, 2019 - Volume 13 Issue 133 Print Report
Two classes of residents, a domiciliary resident and an actual resident, are set forth in Virginia Code Sec. 58.1-302. The domiciliary residence of a person means the...
Pipeline Classified As Tangible Personal Property
July 12, 2019 - Bulletin Print Report
MPL is a subsidiary of MPLX, a master limited partnership. MPLoperates pipeline systems that move crude oil to Marathon refineries and also transport refined products. MP...
Vice President Biden Cited For Common Tax Planning Technique
July 11, 2019 - Bulletin Print Report
Former Vice President Biden, after leaving office, conducted his lucrative speaking and writing activities through an electing small business corporation, i.e., an 'S'...
No Change Of Domicile Without Intent
July 11, 2019 - Bulletin Print Report
Petitioner, ("P"), had been domiciled in New York since about 1970. In July 2009, P accepted a position with the VA located in Michigan, ("M"). P obtained a...
Transfer Restrictions Do Not Impair Value Of Gifted Property
July 11, 2019 - Volume 13 Issue 132 Print Report
The "donors", Mr.and Mrs. Holman,created a limited partnership and funded itwith stock in Dell, Inc. and then gifted limited partnership &...
Late Rollover Was Due To A Bookkeeping Error
July 10, 2019 - Bulletin Print Report
In 2014, petitioner, ("P"), had an IRA with CG with an account number ending in 0946, and she had a financial adviser at CG. PE was the custodian of the account. On J...
Breathing Equipment Is Not An Exempt "Prosthetic" Device
July 10, 2019 - Bulletin Print Report
TP is an independent respiratory equipment provider. TP sells sleep apnea, ventilator and oxygen equipment. TP has offices in Washington. TP referenced its "ASVs" und...
Resident Alien Deemed To Have Made Sec. 453(d) Election
July 10, 2019 - Volume 13 Issue 131 Print Report
A was a resident of Canada in 1986. In that year, A and her mother, who wasalso a resident of Canada, sold jointly owned real property located in Canada to an u...
Encana To Engage In A Dutch Auction Buyback
July 9, 2019 - Bulletin Print Report
Encana Corporation, ("EC"), is inviting its shareholders to tender common shares of the corporation pursuant to "auction tenders" in which the shareholders...
Shareholders Seek Deduction for Corporation's Expenses
July 9, 2019 - Volume 13 Issue 130 Print Report
Canterbury Holdings LLC, (C),a partnership owned by three individuals, is engaged in the "private equity" business. C formed Canterbury Holdings, Ltd....
"Compensation" Includes Payments For Lost Wages
July 9, 2019 - Bulletin Print Report
Mr. Munoz, ("M"), sued his employer, Norfolk Southern Railway Company, ("NS"), under the FELA, claiming negligence for injuries he incurred at work. A jury...
Diversion Of Plan Surplus Does Not Trigger Excise Tax
July 8, 2019 - Bulletin Print Report
TP sponsors TrustA which holds assets that are used to provide post-retirement medical benefits under Plan A for TP's retired, non-bargaining unit employees. Trust A...
Management Fees Are Qualifying Income
July 8, 2019 - Bulletin Print Report
X, a publicly traded partnership, is in the business of owning and managing businesses in the "upstream" oil and gas sector. X indirectly owns an "a%" inter...
Sec. 83(b) Elections Deemed Signed by Taxpayers
July 8, 2019 - Volume 13 Issue 129 Print Report
Employer granted restricted property to certain of its employees (the "Employees")in connection with their performance of services. The grants all&nbs...
Government Pension Plan Loses Its Identity After Rollover
July 5, 2019 - Bulletin Print Report
Applicant has been an employee with the City Fire District for 28 years, and has actively participated in the City Fire District governmental defined benefit (pension) plan. Up...
New Jersey Tax Court Strikes Down The "AMA"
July 5, 2019 - Bulletin Print Report
Congress enacted P.L. 86-272 in order to preclude the states from imposing a net income tax on certain out-of-state sellers of tangible goods. In New Jersey, the net income tax...
Taxpayer Rendered Taxable Data Processing Services
July 5, 2019 - Bulletin Print Report
At issue are certain online management solutions Instill Corporation, ("I"), provided to customers in the food-service industry. These solutionsvaried by custom...
Class Action Settlement Costs Were Deductible
July 5, 2019 - Volume 13 Issue 128 Print Report
TP is engaged in the business of "a." TP's division, Ca, is engaged in the business of "b." On Date a, actions were filed in Court A as securi...
Debtor's I.R.A. Not Exempt From Chapter 7 Creditors
July 3, 2019 - Bulletin Print Report
When a debtor files for chapter 7 bankruptcy, his or her assets become property of the bankruptcy estate, to be distributed among his or her creditors. The debtor may, however,...
Use Of "Qualified Property" Determines Amount of "1603" Grant
July 3, 2019 - Bulletin Print Report
In 2009, President Obama signed the "Recovery Act" into law to encourage investments in clean energy property. Congress enacted Sec. 1603 of the Recovery Act to creat...
Expenses Not Considered "Start-Up Expenditures"
July 3, 2019 - Bulletin Print Report
Since earning his Ph.D. in 1997, petitioner, ("P"), has worked as a full-time professor of management at various universities, including Southern Connecticut State Un...
Royalties Not New York Source Income
July 3, 2019 - Volume 13 Issue 127 Print Report
Petitioner, (P), was employed as a professor at University, (U), for a number of years until his retirement in 1997. While no...
When Is Commercial Information "Confidential?"
July 2, 2019 - Bulletin Print Report
Argus Leader, ("AL"), a South Dakotanewspaper, filed a Freedom of Information Act, ("FOIA"), request for data collected by the U.S. Department of Agri...
Information Found Not "Personal Or Individual In Nature"
July 2, 2019 - Bulletin Print Report
New York Tax Law Sec. 1105(c)(1) imposes a sales tax on certain information services, but excludes the furnishing of information which is "personal or individual in nature...
Declaration Date Controls For Assignment of Income Purposes
July 2, 2019 - Volume 13 Issue 126 Print Report
On April 17, 1953, the directors of a personal holding company, a New Jersey corporation, declared a dividend to be paid on May 10, 1953, to the shareholders the...
Members Of A Partnership Are Not Employees
July 1, 2019 - Bulletin Print Report
Sec. 301.7701-2(c)(2)(i) of the regulations specifies that, except as otherwise provided, a business entity that has a single owner and is not a corporation under Sec. 301.7701...
SunCoke Energy, Inc. "Rolls Up" SunCoke Energy Partners LP
July 1, 2019 - Bulletin Print Report
Sun Coke Energy, Inc., ("SC"), and its affiliates owned approximately 62 percent of the interests in SunCoke Energy Partners, L.P., ("SXCP"). On June 28, 20...
Property Acquired In Anticipation of a Like Kind Exchange
July 1, 2019 - Volume 13 Issue 125 Print Report
Y, a corporation, desired to acquire a tract of land and a factory owned by X, an unrelated corporation engaged in the business of manufacturing certain products. Y e...
Distribution of Partnership Interests In Partial Liquidation
June 28, 2019 - Volume 13 Issue 124 Print Report
X is a corporation engaged in a variety of businesses. It has outstanding one class of common stock which is publicly traded. S is a corporation engaged in the oil an...
AABA Shareholders Approve Plan Of Liquidation
June 28, 2019 - Bulletin Print Report
Altaba, Inc., ("AABA"), announced that its stockholders have, overwhelmingly, voted to approve the voluntary liquidation and dissolution of AABA pursuant to the Plan...
New Jersey Permits Income To Be Taxed Twice
June 28, 2019 - Bulletin Print Report
In 2003 and 2004, plaintiff, ("P"), lived and worked in Pennsylvania, ("PA"). During those years, she had compensation deferred to future years. A portion o...
Supreme Court Finds Trademark Registration Bar Unconstitutional
June 28, 2019 - Bulletin Print Report
Mr. B founded a clothing line that uses the trademark "FUCT." Under the Lanham Act, (the "Act"), the U.S. Patent and Trademark Office, ("PTO"), ad...
Purchaser Bound By Original Allocation Schedule
June 27, 2019 - Volume 13 Issue 123 Print Report
P is engaged in the business of poultry processing. P, through two of its subsidiaries, PFMI and PFML, acquired two poultry processing plants in Mississippi. <...
Chicago Transfer Tax Applies To Residential Property
June 27, 2019 - Bulletin Print Report
The Chicago Municipal Code imposes the Chicago real property transfer tax, ("transfer tax"), on "the privilege of transferring title to, or beneficial interest i...
ABBV And AGN To Join Forces
June 26, 2019 - Bulletin Print Report
AbbVie, Inc., ("ABBV"), and Allergan plc, ("AGN"), have announced that the companies have entered into a definitive transaction agreement pursuant to which...
Sales Agreement With Exchange Option
June 26, 2019 - Volume 13 Issue 122 Print Report
A entered into a written agreement with B to sell B for $1,000x a ranch (the "first ranch") consisting of land and buildings used by A in the business of ra...
U.S. Ecology And NRC Group To Form A Holding Company
June 25, 2019 - Bulletin Print Report
U.S. Ecology, Inc., ("U"), announced that it has entered into a definitive merger agreement with NRC Group Holdings Corporation, ("N"), "in an all-stoc...
Ownership Determines Entitlement To Property Tax Rebate
June 25, 2019 - Volume 13 Issue 121 Print Report
For 2008, M filed a timely Homestead Benefit Application for a rebate or credit for local property taxes of $10,840.50 paid on his home. The Application recited M'...
Haunted Attractions Are "Places Of Amusement"
June 25, 2019 - Bulletin Print Report
Petitioner, ("P"), doing business as Eerie Productions, operates a haunted attraction known as "Fright-World" ("FW")in Buffalo, New York. FW...
An Experience Is Not Property
June 25, 2019 - Bulletin Print Report
Texas levies franchise taxes against a taxable entity's "taxable margin." The Tax Code allows a taxpayer to calculate its taxable margin as the lesser of: (i) 70...
CZR To Combine With ERI
June 24, 2019 - Bulletin Print Report
Eldorado Resorts, Inc., ("ERI"), and Caesars Entertainment Corporation, ("CZR"), announced that they have entered into a definitive merger agreement "t...
Non-Resident Taxed On Electing 'S' Corporation's Deemed Sale Gain
June 24, 2019 - Bulletin Print Report
Petitioner, ("P"), was a nonresident of New York during 2009, 2010, and 2011. Prior to July 31, 2009, P owned 50 percent of the shares of ESPI, a New York corporation...
Beneficiary's Residence Not Sufficient To Support Taxation Of Trust
June 24, 2019 - Bulletin Print Report
North Carolina, ("NC"), imposes a tax on any trust income that "is for the benefit of" a North Carolina resident. A trust is created when one person (a &quo...
Florida LLC Is An "American Employer"
June 24, 2019 - Volume 13 Issue 120 Print Report
Petitioner, ("P"), is a limited liability company organized in the state of Florida whose sole member is a corporation, DCL, organized in the Cayman Islands. During t...
Itemized Deduction Cap Applies To Non-Residents
June 21, 2019 - Bulletin Print Report
Petitioners, ("Ps"), were residents of Florida in tax year 2011. From 2006 to 2011, BL owned, through a single member limited liability company, a 50 percent membersh...
Mandatory Convertibles Not a Second Class of Stock
June 21, 2019 - Volume 13 Issue 119 Print Report
In Year, X joined Company, (C). C and X agreed that as part of X's employment with C, X would provide financing of approximately "$n." In addition, C de...
The Willens Deal Survey June 2019
June 20, 2019 - The Deal Survey: June 2019 Print Report
Welcome to our summary of deals for June 2019. 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.
Balloons Are "Places Of Amusement"
June 20, 2019 - Bulletin Print Report
A is a Missouri corporation that offers un-tethered hot-air balloon rides. The ride lasts 45 minutes to an hour, ending with a champagne toast once the balloon has safely lande...
Cancellations of APAs Are Reviewed For "Abuse of Discretion"
June 20, 2019 - Volume 13 Issue 118 Print Report
Petitioner, (P), is an industrial manufacturer that licensed technology to its Puerto Rican and Dominican Republic subsidiaries to manufacture breaker products. P pur...
CJ And FRAC Will Engage In A "Merger Of Equals"
June 20, 2019 - Bulletin Print Report
C&J Energy Services, ("CJ"), and Keane Group, Inc., ("FRAC"), announced that they have entered into a definitive agreement whereby the companies "w...
Insurance Is A "Service"
June 19, 2019 - Bulletin Print Report
P was a wholly-owned subsidiary of AonCorporation. P is a holding company and the parent of the "Cs." The Cs are premium finance companies that make loans to bu...
"Arrowsmith" Losses Are Eligible For Sec. 1341 Relief
June 19, 2019 - Volume 13 Issue 117 Print Report
A, an individual, owned 75 percent of the stock of X. X was the common parent and owned all of the stock of three domestic corporations that were engaged in the sale...
Consequences of a "Defective" Sec. 351 Transaction
June 18, 2019 - Volume 13 Issue 116 Print Report
A and B each owned an "x%" interest in S Corporation ("SC"), an 'S' corporation. SC owned Subs 1-11, each a QSub for federal income tax pu...
Tax Preparation Is Not A "Professional" Service
June 18, 2019 - Bulletin Print Report
P's business is tax preparation. P did not collect sales tax on its service of tax preparation. The failure to collect was due to P's belief that its activities were &q...
"GLTI" Regulations Adopt "High Foreign Tax" Exception
June 18, 2019 - Bulletin Print Report
One of the more controversial aspects of the Tax Cuts and Jobs Act was the provision popularly known as "GLTI." GILTI stands for "Global Intangible Low-Taxed Inc...
Threat Of "Repacking" Is A Threat Of "Condemnation"
June 18, 2019 - Bulletin Print Report
TP1 is a diversified media and entertainment business. TP2 is a wholly owned subsidiary of TP1. TP2was the owner of the spectrum-based content distribution rights associa...
Overlapping Ownership Rule Protects EchoStar From Gain Recognition
June 17, 2019 - Bulletin Print Report
On May 19, 2019, DISH Network Corporation, ("D"), and BSS Merger Sub, Inc., ("MS"), entered into a "Master Transaction Agreement" with EchoStar&nb...
Publicly Offered REIT Cannot Dispense A "Preferential" Dividend
June 17, 2019 - Bulletin Print Report
TP is a real estate investment trust, ("REIT"). PR is a State B REIT that is an Exchange listed company. TP represents that PR is a "publicly offered REIT"...
Separate and Distinct Business
June 17, 2019 - Volume 13 Issue 115 Print Report
Taxpayer, ("TP"), entered into an Asset Purchase Agreement, ("APA"), with the Seller to purchase the assets related to a franchised motor vehicle...
Lease Termination Not Equivalent To Cancellation Of Sale Contract
June 14, 2019 - Bulletin Print Report
On May 15, 2014, Mr. G entered into an agreement for the lease of an automobile with BMW Financial Services. At the time he entered into the lease agreement, Mr. G paid sales t...
Surviving Spouse Permitted To Roll Over Decedent/Husband's IRA
June 14, 2019 - Bulletin Print Report
Decedent was married to TP until his death at which time both Decedent and TP were over 70 1/2 years of age. At the time of his death, Decedent owned an individual retirement a...
Potential Reconveyance Does Not Defeat Sec. 1031
June 14, 2019 - Volume 13 Issue 114 Print Report
The taxpayers, referred to as "mineral owners," collectively own an undivided fee interest in minerals, including oil, gas, and casinghead gas, holding the&...
Taxpayer Without "Logs" Proves Material Participation
June 13, 2019 - Bulletin Print Report
In 2008, the Hs opened a restaurant in New Mexico, named "A Taste of Buffalo," ("ATOB"), with the help of the Bs, the petitioners in this case. ATOB opened...
Tax Treatment Of "R&D" Expenditures Slated To Change
June 13, 2019 - Bulletin Print Report
Sec. 174(a) of the Code provides that a taxpayer may treat "research or experimental" expenditures which are paid or incurred by him during the taxable year "in...
Right to Receive Pension Payments Is Not a Prohibited "Interest"
June 13, 2019 - Volume 13 Issue 113 Print Report
Mr. A and his children owned all of the stock of X Corporation, (X). Upon Mr. A's retirement, X redeemed its stock held by Mr. A for cash. Mr. A, in connection wi...
Foreign Corporation's Redemption Gain Not U.S. Source Income
June 12, 2019 - Bulletin Print Report
G is a privately held corporation organized under the laws of Greece. It conducts its business in Greece. In 2001, G acquired a 15 percent interest in P. P is headquartered in...
Regulations Prevent Avoidance Of The "SALT" Deduction Limit
June 12, 2019 - Bulletin Print Report
As is now well-known, the Tax Cuts and Jobs Act imposes limitations on the amount of state and local income taxes and real property taxes an individual can deduct in taxable ye...
Exchange of Coal Leases For a Fee Interest Is Governed by Sec. 1031
June 12, 2019 - Volume 13 Issue 112 Print Report
The Partnership, a general partnership engaged in the coal mining business, has acquired various interests in land and coal. The Partnership desires to exchange certa...
LyondellBasell NV Launches A Self-Tender Offer
June 12, 2019 - Bulletin Print Report
LyondellBassell Industries NV, ("LYB"), is inviting its shareholders to tender up to 37 million of its ordinary shares, (the "Offer"), for purchase by LYB&n...
UTX Will Combine With RTN
June 11, 2019 - Bulletin Print Report
Raytheon Co., ("RTN"), and United Technologies Corp., (UTX), have entered into an agreement to combine "in an all-stock merger of equals." At the Effective...
No Nexus With West Virginia
June 11, 2019 - Volume 13 Issue 111 Print Report
The "Printer" is an out-of-state corporation which has acquired a plant site in West Virginia for the purpose of constructing and operating a commercial pri...
Disney Cannot Exclude Alien Royalty Payments From Entire Net Income
June 11, 2019 - Bulletin Print Report
The Walt Disney Company's, ("P"), New York State corporation franchise tax return filed for the audit period included all affiliates in P's consolidated feder...
A Trust Is Found To Be A "Qualified Settlement Fund"
June 11, 2019 - Bulletin Print Report
The Agency filed a complaint in the Court alleging that the Defendants violated certain provisions of the Act with regard to the manufacture and design of Product Z. State X fi...
Foreign Parent Spin-Off Qualifies Under Sec. 355
June 10, 2019 - Bulletin Print Report
Foreign Parent, ("FP"), is a Country Z publicly traded corporation with subsidiaries in multiple countries engaged in Business A and Business B. FP owns all of the st...
Parties To A "QSCA" Must Allocate Stock Based Compensation
June 10, 2019 - Bulletin Print Report
This appeal presents the question of the validity of Reg. Sec. 1.482-7A(d)(2). The parties agree that, under the governing tax statute, Sec. 482 of the Code, the "arm'...
Liabilities Assumed Are Not "Other Property"
June 10, 2019 - Volume 13 Issue 110 Print Report
As of January 19, 1970, C had outstanding 1,517,536 shares of $5 par value voting common stock. P is a corporation. As of February 19, 1970, P had outstanding 3,389 s...
"Rollover" Exception Requires A Timely Rollover
June 7, 2019 - Bulletin Print Report
In 2010, petitioner, ("P"), terminated her employment with the Department of Family and Protective Services to become a full-time student at the University of Phoenix...
Swapping a Leasehold For a "Fee"
June 7, 2019 - Volume 13 Issue 109 Print Report
Y is engaged in the business of hauling, handling, and storage of furniture. Y leased from individual A 10 acres of land improved by an office building and several sm...
Ascertaining The Length of a Leasehold
June 6, 2019 - Volume 13 Issue 108 Print Report
The Partnership is engaged in the general practice of law. The Partnership occupies several floors of an office building under a lease dated January 16, 1977. The com...
Payments For An Author's "Brand" Are Subject To "SE" Tax
June 6, 2019 - Bulletin Print Report
Petitioner, ("P"), hasworked since the 1990s to establish herself as a "brand author."* A brand author is one who provides prestige or reliable profit...
Land and Improvements Thereon Are Not "Like Kind"
June 5, 2019 - Volume 13 Issue 107 Print Report
Land which the taxpayer hadheld for investment was condemned by a governmental authority. In the same year, the taxpayer expended the proceeds of the condemnati...
"Conversion Transactions" Following Spin-Offs Will Be Penalized
June 5, 2019 - Bulletin Print Report
Any hope that "opco/propco" spin-offs, transactions that were briefly popular in the early part of this decade, would be resuscitated has now been conclusively elimin...
Infineon Technologies To Acquire Cyress Semiconductor
June 4, 2019 - Bulletin Print Report
Infineon Technologies AG, ("IT"), and Cypress Semiconductor Corporation, ("CY"), announced that the companies have signed a definitive agreement pursuant to...
Expenses Allocable To Exempt Income
June 4, 2019 - Volume 13 Issue 106 Print Report
Plaintiffs operate a residential adult foster care facility. In 2009, three of the residents receiving care were "privately funded" and the other two reside...
Comcast Fails To Identify Its "Earnings Producing Activities"
June 4, 2019 - Bulletin Print Report
Comcast is headquartered in Philadelphia. The Comcast entities in this case, ("C"), provided internet, cable television, and phone service to customers in Tennessee,...
No Participatory Sports Exclusion From NYC Sales Tax
June 3, 2019 - Bulletin Print Report
SoulCycle, Inc., ("P"), operates facilities in New York City and elsewhere with its headquarters located in New York City. P provides instructor-led indoor cycling cl...
The Interaction of Sec. 351 and Sec. 453B(a)
June 3, 2019 - Volume 13 Issue 105 Print Report
Mr. A sold certain business assets for $710x to X, a corporation in which Mr. A owned 78 percent of the outstanding stock. Mr...
Renewal Options Are Taken Into Account
May 31, 2019 - Volume 13 Issue 104 Print Report
Mr. A, an individual, was the owner of real property located in State X. This property was both unimproved and held by Mr. A for investment purposes....
AABA Files Its Definitive Proxy Statement
May 31, 2019 - Bulletin Print Report
Altaba, Inc., ("AABA"), is proceeding,with all deliberate speed, with its plan to completely liquidate. At this point, AABAis, for all intents and purpose...
The "SRP" Is Neither An Excise Nor An Income Tax
May 30, 2019 - Bulletin Print Report
The Debtors filed a voluntary petition for relief under Chapter 13 of the Bankruptcy Code on July 2, 2018. The Internal Revenue Service filed a proof of claim, ("Claim&quo...
Short-Term Leasehold Not Of "Like Kind" To a Fee Interest
May 30, 2019 - Volume 13 Issue 103 Print Report
V's wholly owned subsidiaries include the following C corporations: PH and VH. Before June 7, 2002, VH was named VMI. PH owns 100 percent of IMI. IMI and VH own o...
Holding Company Not Properly Included In Colorado Combined Return
May 29, 2019 - Bulletin Print Report
Agilent Technologies, Inc., ("A") is a Delaware corporationheadquartered in California, and is the parent of a worldwide family of affiliated corporations. A ma...
Crimson Tide Tailgate Service Not Subject To Alabama Rental Tax
May 29, 2019 - Bulletin Print Report
The taxpayer, ("TP"), was formed in 2007, and it initially operated as a tailgating business at University of Alabama Crimson Tide home football games in a large area...
Holder of Voting Trust Certificate Is "Direct Owner" of Stock
May 29, 2019 - Volume 13 Issue 102 Print Report
P is the common parent of an affiliated group of corporations that files a consolidated Federalincome tax return. T was previously the common parent of an unrel...
Premiums Paid To Captive Insurance Company Not Deductible
May 28, 2019 - Bulletin Print Report
Petitioner, ("P"), is a New York corporation that owns and operates convenience stores and gas stations in upstate New York and Vermont. P was subject to the corporat...
"Tools" Are Not "Accessories" To Prosthetic Devices
May 28, 2019 - Bulletin Print Report
Petitioner, ("P"), is an Indiana-based manufacturer of prosthetic implant devices, such as artificial hips, knees, and elbows. P marketsand sells prosthetic dev...
Reorganization Satisfies Installment Obligation
May 28, 2019 - Volume 13 Issue 101 Print Report
The plaintiff, NSC, in 1944, sold certain assets to YRC and ROC, payments to be made on the installment basis. On July 31, 19...
Food Service Provider Engaged In Wholesale Sales
May 24, 2019 - Bulletin Print Report
During the time at issue, the Colorado School of Mines, ("M"), loaded each meal-plan student's "BlasterCard," ("BC"), with an individual meal...
Substitution of Obligors and Sec. 453B(a)
May 24, 2019 - Volume 13 Issue 100 Print Report
Taxpayer, ("TP"), an individual, sold a parcel of real property to unrelatedMr. A for a total purchase price of $670x in Year 1. Of this amount, $70x...
Avon Will Expatriate
May 23, 2019 - Bulletin Print Report
Natura & Co., ("N"), a Brazilian corporation announced that it is acquiring Avon Products, Inc., ("API"), "in an all-stock transaction." As pa...
Taxpayer Not In Actual or Constructive Receipt of "RQ" Proceeds
May 23, 2019 - Volume 13 Issue 99 Print Report
TP rents equipment to customers for use in farming, construction, manufacturing, and warehousing. In 2003, TP initiated a Like Kind Exchange Program (LKE Program) thr...
Debtor Can Exclude Only A Portion Of "COD" Income
May 23, 2019 - Bulletin Print Report
On June 1, 1981, petitioner, ("P"), her former spouse, and three other persons purchased a single-family residence in San Jose, California, ("RRP"), for $15...
IRA Funds Used To Purchase Home Are Deemed Distributed
May 22, 2019 - Volume 13 Issue 98 Print Report
During 1987, petitioners invested $23,611 as a down-payment on a home intended for their retirement years, by utilizing funds from their IRA. Neither petitioner had r...
Damages For Lost Wages Are Not Compensation
May 22, 2019 - Bulletin Print Report
M injured his shoulder and his neck when a train he was working on in N's Calumet Yard came to a sudden stop. M sued N for negligence under the Federal Employers' Liabi...
The Willens Deal Survey May 2019
May 21, 2019 - The Deal Survey: May 2019 Print Report
Welcome to our summary of deals for May 2019. 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.
DISH And SATS Announce An "RMT" Transaction
May 21, 2019 - Bulletin Print Report
DISH Network Corporation, ("DISH") and EchoStarCorporation, ("SATS"), have entered into a "Master Transaction Agreement" in connection with...
Holding Period of Property Formerly Owned By Partnership
May 21, 2019 - Volume 13 Issue 97 Print Report
D and E, individuals, were equal partners in a two-man partnership engaged in the wholesale produce business. Upon D's death, E purchased, pursuant to a "buy...
Massachusetts Estate Tax Properly Imposed On "QTIP" Assets
May 21, 2019 - Bulletin Print Report
C died on August 14, 2011. C was a Massachusetts resident at the time of her death. C's husband, M, had died on July 11, 1993, while domiciled in New York. His will establi...
"App" Purchasers May Sue Apple, Inc. Under "Illinois Brick"
May 21, 2019 - Bulletin Print Report
In 2007, Apple, Inc., ("A"), started selling iPhones. The next year, A launched the retail App Store, an electronic store where iPhone owners can purchase iPhone appl...
Puerto Rican Refunding
May 20, 2019 - Bulletin Print Report
While we have not seen the ruling, it has been reliably reported that "a...
Computer Software Is Found To Be Tangible Personal Property
May 20, 2019 - Bulletin Print Report
M sold R, (the "taxpayer"), computer software and accompanying equipment which M contracted to install in a hospital operated by the taxpayer. M charged sales tax whi...
I.R.S. Issues First "No Revenue" Spin-Off Ruling
May 20, 2019 - Bulletin Print Report
For purposes of Sec. 355 of the Internal Revenue Code, a spin-off (or split-off), in order to be tax-free, must, among many other requirements, meet the &q...
Madoff IRAs Had Value
May 20, 2019 - Volume 13 Issue 96 Print Report
On May 27, 2006, decedent died. At that time he had owned an IRA with Bernard L. Madoff Investment Securities (BLMIS). During decedent's lifetime, he had invested...
Docking Fees Are Subject To Sales Tax
May 17, 2019 - Bulletin Print Report
Petitioner, ("P"), is New York not-for-profit corporation. P is a social and athletic club owning water-adjacent land off of the Genesee River. Clubhouse facilities a...
"Waiver" Payments Are "Includible" In Gross Income
May 17, 2019 - Bulletin Print Report
Petitioner Wife, ("PW"), was issued, for the 2015 tax year, a Form W-2, Wage and Tax Statement, which reflected $7,353 in wages.... This amount qualifies as a Medicai...
License Fees Are Not "Royalties" For Purposes of Sec. 165(g)(3)
May 17, 2019 - Volume 13 Issue 95 Print Report
TP, a State A corporation, is the common parent of a U.S. consolidated tax group. TP develops, manufactures, and markets B products for the C markets.  ...
ESOPs Are "Trusts" For Purposes Of Sec. 267
May 16, 2019 - Bulletin Print Report
The taxpayers, ("TPs"), were the majority shareholders in PI, (the "Corporation"), an 'S' corporation. For 2009 and most of 2010, TPs owned 79.6 per...
"Short Against the Box" Does Not Trigger "Constructive Sale"
May 16, 2019 - Volume 13 Issue 94 Print Report
On January 1, 2002, Mr. A owns 100 shares of stock in X Corporation, (X). The shares have a value in excess of Mr. A's adjustedbasis in such shares, and thu...
Sec. 457 Distribution Not Eligible For Public Pension Subtraction
May 16, 2019 - Bulletin Print Report
In 2011, petitioner, ("P"), received a lump sum distribution of $133,349 from a Sec. 457 deferred compensation plan administered by F for P's employer, the City o...
Edgewell Personal Care Will Effect A "Qualified Stock Purchase"
May 15, 2019 - Bulletin Print Report
Edgewell Personal Care Company, ("EPC") and Harry's, Inc., ("H"), a private company, announced that they have entered into a definitive agreement under...
Railroad Properties Are Real Estate Assets
May 15, 2019 - Volume 13 Issue 93 Print Report
Under a plan of reorganization, an unincorporated trust acquired the properties of a domestic railroad which, prior to the reorganization, had been leased to another...
Supreme Court Confirms States Are Immune From Private Lawsuits
May 14, 2019 - Bulletin Print Report
In 1998, Mr.Gilbert Hyatt, ("H"), sued the Franchise Tax Board of California, (the "Board"), in Nevada state court for torts he alleged the agency com...
Sears Not a 'Vendor' Entitled To Sales Tax Reimbursement
May 14, 2019 - Volume 13 Issue 92 Print Report
Sears provided its customers the option of purchasing its products on credit with a private-label credit card issued by Citibank. As a vendor registered with the Mass...
G.E. Was Going To Satisfy Sec. 355(a) But Flunk Sec. 355(e)
May 14, 2019 - Bulletin Print Report
In some cases, spin-offs have a dual character. They can be tax-free at the shareholder level, but taxable at the distributing corporation level. General Electric Company, (&qu...
Non-Custodial Parent's Daughter Not His "Qualifying Child"
May 14, 2019 - Bulletin Print Report
Petitioner, ("P"), and TT have never been married to each other. They do, however, have a minor child, "CDC." CDC lived with TT throughout 2012 and did not...
OXY Wins The Battle For APC
May 13, 2019 - Bulletin Print Report
Occidental Petroleum Corporation, ("OXY"), has won the battle it was waging with Chevron Corporation, ("C"),with respect to the acquisition of Anadark...
Buckeye Partners LP To "Go Private"
May 13, 2019 - Bulletin Print Report
IFM Investors and Buckeye Partners LP, ("BPL"), announced a definitive agreement under which the IFM Global Infrastructure Fund will acquire all of the outstand...
Credit Union's "Credit Insurance" Income Not UBTI
May 13, 2019 - Volume 13 Issue 91 Print Report
Pursuant to Sec. 501(c)(14)(A) of the Internal Revenue Code, Bellco Credit Union, (B), is generally exempt from federal income tax. However, B, like all otherwise tax...
Sec. 301 Redemption Comes Out Of "AAA"
May 10, 2019 - Bulletin Print Report
X corporation is a corporation that once was a C corporation and later elected to be an 'S' corporation. However, X corporation's 'S' election terminated un...
Inherited IRA Constitutes "Retirement Funds"
May 10, 2019 - Volume 13 Issue 90 Print Report
Mr. B filed a petition for Chapter 13 protection on March 15, 2013. Mr. B has lived in South Carolina since May, 2012, when he moved there from Indiana. &nb...
Private Prison Company Not A Governmental Agent
May 10, 2019 - Bulletin Print Report
Petitioner, ("P"), operated a federal prison pursuant to a contract it had entered into with the Federal Bureau of Prisons, ("BOP"). P housed, fed, monitore...
Superfluous Guarantee Gives Rise To Deemed Repatriation
May 9, 2019 - Bulletin Print Report
The issues before us, the Third Circuit Court of Appeals noted, "boil down to whether a United States entity incurs taxes on income made by its controlled foreign corporat...
MPLX And ANDX To Combine
May 9, 2019 - Bulletin Print Report
Marathon Petroleum Corporation, ("MPC"), and MPLX LP, and Andeavor Logistics LP, ("ANDX"),announced that the two midstream companies, MPLX and ANDX, h...
Royalties Are Not "Rents From Real Property" For REIT Purposes
May 9, 2019 - Volume 13 Issue 89 Print Report
The X trust (XT) owns the fee to certain iron ore-bearing lands which are subject to outstanding leases running to various lessees....
Pass-Through Losses Were Limited To Debt Basis
May 8, 2019 - Bulletin Print Report
Mr. ME, ("ME"), held 49 percent of the stock of M, an 'S' corporation. ME obtained a personal loan and transferred $4,985,035 of the loan proceeds to MG, an &...
IRA Exempt From Chapter 7 Creditors
May 8, 2019 - Volume 13 Issue 88 Print Report
D opened an individual retirement account (IRA) with Merrill Lynch (ML) by rolling over $64,646 from another financial institution. Before doing so, D signed a "...
Johnson Controls Launches Buyback/OXY Revises Its Offer
May 7, 2019 - Bulletin Print Report
Johnson Controls International plc, ("JCI"), recently completed...
Stock Not Included In a Non-Resident's New York Gross Estate
May 7, 2019 - Volume 13 Issue 87 Print Report
Petitioner, (P), wants to know the estate tax consequences for the estate of a non-resident decedent of forming a "single member" limited liability company...
Liberty Expedia Holdings' I.R.S. Ruling Issued
May 7, 2019 - Bulletin Print Report
LTR201918015, January 30, 2019, is the private letterruling secured by Liberty Expedia Holdings, ("HC"), with respect to its merger with and into Expedia...
Sinclair Will Secure A "Cost" Basis In The Disney RSNs
May 6, 2019 - Bulletin Print Report
Sinclair Broadcast Group, Inc., ("S"), and The Walt Disney Company, ("D"), announced that they have entered into a definitive agreement under which S will a...
"Membership Amount" Not Gross Income For Golden State Warriors
May 6, 2019 - Bulletin Print Report
TP is a partnership. LLC, a disregarded single member limited liability company of TP, owns and operates the Team, a professional sports franchise that is a member of the Leagu...
VNO's Appeal For Relief From NYC "RPTT" Fails
May 6, 2019 - Bulletin Print Report
Parent, D-REIT and F-REIT, were, respectively,the grantor and grantees in a transfer that occurred on March 1, 2011, ("Transfer"). Before the Transfer, Parent o...
Redemption of Voting Preferred Stock Meets Sec. 302(b)(2)
May 6, 2019 - Volume 13 Issue 86 Print Report
X Corporation, (X), had outstanding 5,100 shares of voting common stock and 4,900 shares of voting preferred stock. Each share of common and preferred stock possesses...
"Old And Cold" Transfer Escapes N.J. Estate Tax
May 3, 2019 - Bulletin Print Report
On July 24, 2013, the Decedent, then age 87, executed a deed transferring his interest in the Subject Property (a two-family home located in Lodi, New Jersey) to the Heirs for...
Gift of Bonds By a Cash Basis Taxpayer
May 3, 2019 - Volume 13 Issue 85 Print Report
An individual who computes his taxable income under the cash receipts and disbursements method of accounting established a trust and transferred certain corporate bon...
COGS Deduction Must Be Reduced By Depreciation
May 3, 2019 - Bulletin Print Report
R provides furniture, electronics, appliances, and computers to consumers, either through immediate, outright purchase or, more commonly, through "rent to own" agreem...
Berkshire Hathaway Is A Fan Of Preferred Stock
May 2, 2019 - Bulletin Print Report
It was bound to happen. Occidental Petroleum Corporation, ("O"), announced that, in connection with the financing of its proposal to acquire Anadarko Petroleum Corpor...
Perrigo Encounters More Tax Issues/Apollo Will Become A C Corporation
May 2, 2019 - Bulletin Print Report
One thing we can say about Perrigo Co. plc's"inversion" with Elan Corp. plcis that it brought the company unwanted tax scrutiny, both here and in Irel...
Guarantor of 'S' Corporation's External Debt Does Not Earn Basis
May 2, 2019 - Volume 13 Issue 84 Print Report
UDI was an 'S' corporation in which each ofhusband (H) and wife (W) were shareholders. LLC began operations on April 2, 2007. LLC was treated as a partn...
Taxpayer's Marriage Causes Repayment Of "APTC"
May 2, 2019 - Bulletin Print Report
In December 2014, CF submitted an application to the Exchange. CF purchased a health insurance policy through the Exchange after it determined she was eligible for an advance p...
Comcast's Franchise Agreements Were Its Income-Producing Activities
May 1, 2019 - Bulletin Print Report
This appeal concerns the corporate excise tax liability of 13 subsidiaries that provided video, Internet, and telephone services in Massachusetts between 2003 and 2008. In thei...
Who Is Taxed On Assigned Dividend Income?
May 1, 2019 - Volume 13 Issue 83 Print Report
The residue of the Estate of A, who passed away on November 2, 1973, was bequeathed to a trustee to pay the income to B for her life and upon her death to deliver the...
GDI And IR To Engage In An "RMT" Transaction
April 30, 2019 - Bulletin Print Report
Gardner Denver Holdings, Inc., ("GDI"), approximately 35 percent of the stock of which is owned by KKR, and Ingersoll-Rand plc, ("IR"), an "inverted&qu...
Partnership Property Not Limited To "Alternative" Depreciation
April 30, 2019 - Volume 13 Issue 82 Print Report
TP is a State limited liability company. TP has two members: A, a State corporation, holds a "D%" interest in TP, and B, also a State corporation, holds a &...
R.I.P. "Common Law Mailbox Rule"
April 30, 2019 - Bulletin Print Report
The Bs' 2007 Federal income tax return reported a net operating loss, ("NOL"), of approximately $2.5 million. They wanted to carry that loss back to 2005. Based o...
Supreme Court Limits Incidence Of "Class" Arbitration
April 29, 2019 - Bulletin Print Report
In 2016, a hacker tricked a Lamps Plus, ("LP"), employee into disclosing the tax information of approximately 1,300 LP employees. Soon after, a fraudulent federal inc...
Celadon Group Should Get A Tax Deduction For Its "Restitution"
April 29, 2019 - Bulletin Print Report
Celadon Group, Inc., ("CGIP" or "the Company"), announced that it has reached resolutions with the U.S. Department of Justice, Criminal Division, Fraud Sect...
Gift of Encumbered Property Triggers NYC RPTT
April 29, 2019 - Volume 13 Issue 81 Print Report
The Property, a commercial building located in Queens, New York, was originally conveyed to JS, individually, by deed, on or about May 27, 1993. The Property was indi...
Brownfield Credit Is Properly Included In Gross Income
April 26, 2019 - Bulletin Print Report
In New York, taxpayers can receive a tax credit for the redevelopment of a "brownfield" site as part of a brownfield cleanup program. If the amount of the credit allo...
Pregnancy Can Constitute "Sickness Disability"
April 26, 2019 - Volume 13 Issue 80 Print Report
As part of its general sick pay plan, a company has a plan that provides for salary or wage continuation benefits to employees who are absent from work because of pre...
Pension Distribution Is Taxable In Virginia
April 25, 2019 - Bulletin Print Report
While the taxpayer, ("TP"), was a resident of Texas, ("State A"), she borrowed money from a retirement account. TP moved to Virginia in May 2015. In July 20...
Shareholder's Payment Of Corporation's Expenses
April 25, 2019 - Bulletin Print Report
RFI is a C corporation of which F was the majority shareholder. P was an 'S' corporation of which F was also the majority shareholder. In 2005, RFI contracted with &quo...
Recalculating Installment Gain After a Purchase Price Reduction
April 25, 2019 - Volume 13 Issue 79 Print Report
In 1969, a taxpayer sold shares of stock having a basis of $40,000 for $100,000 and elected to report his gross profit from the sale on the installment method of acco...
OXY Will Top CVX's Offer For APC
April 25, 2019 - Bulletin Print Report
Occidental Petroleum Corporation, ("OXY"), delivered a letter to the Board of Directors of Anadarko Petroleum Corporation, ("APC"), "setting forth the...
The Willens Deal Survey April 2019
April 24, 2019 - The Deal Survey: April 2019 Print Report
Welcome to our summary of deals for April 2019. 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.
Can Liberty Media Spin-Off Sirius XM?
April 24, 2019 - Bulletin Print Report
From time to time, the question arises whether Liberty Media Corporation, ("L"), can effectuate a tax-free spin-off of the stock of its affiliate, Sirius XM, ("S...
QOF Converts Building Into "QOF Business Property"
April 24, 2019 - Bulletin Print Report
In September 2018, Qualified Opportunity Fund A, ("QOFA"), purchases, for $800x, Property X, ("PX"), which is located within the boundaries of a Qualified O...
Taxpayer Liable For NYC Real Property Transfer Tax
April 24, 2019 - Volume 13 Issue 78 Print Report
The Property is a residential property in Brooklyn, New Yorkwith four dwelling units. The Property was purchased by MW in her name alone on May 2, 2005. In orde...
Video Game Retailer Failed To Collect Sales Tax
April 23, 2019 - Bulletin Print Report
GSI and S are wholly-owned affiliates of GameStop Corporation, ("GS"). GS operates approximately 82 retail stores in the state ofWashington. GS is a retailer of...
Cash Payment Does Not Spoil 'C' Reorganization
April 23, 2019 - Volume 13 Issue 77 Print Report
In Year 1, a foreign corporation (ACQ) entered into a plan of acquisition (Merger Agreement) with a U.S. corporation (T). The parties treated the acquisition as a reo...
Liberty Expedia Holdings Will Merge With And Into Expedia Group
April 22, 2019 - Bulletin Print Report
Liberty ExpediaHoldings, Inc., (LEH),was "split-off"from Liberty Interactive in 2016. See The Willens Report, Opportunity Zone Update
April 22, 2019 - Bulletin Print Report
The Internal Revenue Servicehas published an additional set of proposed regulations regarding Opportunity Zones which fill in manyof the blanks left open from the f...
The "Inclusionary" Component of the "Tax Benefit Rule"
April 22, 2019 - Volume 13 Issue 76 Print Report
Q operated as a C corporation until its 1986 tax year. Effective with its 1986 tax year, Q made an election to be treated as an 'S' corporation. T and C each...
BX Will Become A C Corporation
April 18, 2019 - Bulletin Print Report
The Blackstone Group L.P., (BX), has decided to abandon its MLPformatand join the ranks of certain of its competitors in converting to C corporation status. The arg...
Successor Lessee Not Entitled To Sales Tax Refund Or Credit
April 18, 2019 - Bulletin Print Report
On July 18, 2015, JS leased a 2015 Lexus IS 250 for a period of 27 months. At the lease inception, JS paid $1,116.57 in sales tax on the motor vehicle to New York State.<...
Tax Court Applies The "Cohan" Rule
April 18, 2019 - Bulletin Print Report
In 1972, petitioner, ("P"), married MR. In 1976, P and MR moved to New York City. In 1977, P and MR divorced. Despite their divorce, they continued to live together,...
Redeeming Community Property Stock
April 18, 2019 - Volume 13 Issue 75 Print Report
H and C each owned 50 percent of the stock of X corporation, ("X"),since its incorporation. H is the husband of W and C is their son....
I.R.A. Rollover Funds Are Exempt From Judgment
April 18, 2019 - Bulletin Print Report
On April 16, 2018, D withdrew $50,000 dollars from an I.R.A. D deposited $49,000 of the funds in his checking account and retained $1,000 to purchase lottery tickets. Over time...
Merger of Mutual Savings Banks Is a Reorganization
April 17, 2019 - Volume 13 Issue 74 Print Report
X corporation, (X), and Y corporation, (Y), have operated continuously for many years as mutual savings banks. Neither had anycapital stock outstanding....
Publicis Will Enjoy A Basis Step-Up For Epsilon
April 17, 2019 - Bulletin Print Report
Publicis GroupeS.A., ("PG"), announced it has entered into an agreement with Alliance Data Systems Corporation, ("ADS"), in connection with which PG &...
Expensed Assets Not Eligible For New York ITC
April 17, 2019 - Bulletin Print Report
Refraction Technologies Corporation, ("R"), is an 'S' corporation. R is certified as an Empire Zone, ("EZ"), enterprise. Mr. RS, ("RS"),&n...
No Disposition or Satisfaction of Installment Obligation Found
April 16, 2019 - Volume 13 Issue 73 Print Report
TP is engaged in the ownership and operation of retail stores. Holder, (H), is an individual who owned "d" debentures (the "Old Debentures") in th...
The "SRP" Is Entitled To Priority Status
April 16, 2019 - Bulletin Print Report
On March 26, 2018, Debtors filed a petition for relief under Chapter 13 of Title 11 of the United States Code. On April 27, 2018, the I.R.S. filed a proof of claim, ("Clai...
Oregon LLC Is Commercially Domiciled In California
April 16, 2019 - Bulletin Print Report
Appellant, ("A"), was organized in Oregon in 2007. During 2014, most of A's members, including most notablyMR, lived in California. A's sole business ac...
Chevron And Anadarko To Combine
April 15, 2019 - Bulletin Print Report
Chevron Corporation, ("C"), announced, on April 12, 2019, that it has entered into a definitive agreement with AnadarkoPetroleum Corporation, ("A"), &...
Excess FICA Taxes Not Deductible For NYC Tax Purposes
April 15, 2019 - Bulletin Print Report
Under Sec. 45B of the Internal Revenue Code, an eligible employer may claim a credit against its federal income tax for FICA taxes paid with respect to certain tip income of it...
Relocation Grants Are Nontaxable Contributions To Capital
April 15, 2019 - Bulletin Print Report
Petitioner, ("P"), was a voice and electronic broker-dealer operating out of offices in lower Manhattan. G and FB were subsidiaries of P. On September 11, 2001, G had...
Dividends On Restricted Stock
April 15, 2019 - Volume 13 Issue 72 Print Report
On May 3, 1982, X established a restricted stock plan for the benefit of certain key employees in connection with services rendered to the corporation. At the time th...
Trades Of Player Contracts And Draft Picks Can Be Tax-Free
April 12, 2019 - Bulletin Print Report
Sec. 1031(a) ofthe Internal Revenue Code provides that no gain or loss shall be recognized on the exchange of real property held f...
RAD's Reverse Stock Split
April 12, 2019 - Bulletin Print Report
Rite Aid Corporation, ("RAD"), announced that its board of directors hasapproved a "reverse stock split" of the company's common stock at a ratio...
Non-Professional Fiduciary Not Carrying On a Trade or Business
April 12, 2019 - Volume 13 Issue 71 Print Report
The plaintiff's aunt died testate on June 9, 1955, leaving an estate valued at $123,284.05. The plaintiff was appointed executor of her aunt'sestate.
Separate Contracts Viewed As A Single Conveyance
April 12, 2019 - Bulletin Print Report
On February 11, 2015, petitioners entered into a contract to purchase vacant land from FH, a New York corporation, for $2.5 million. On the same day, petitioners entered into a...
BioScrip, Inc. Will Engage In A 'D' Reorganization
April 11, 2019 - Bulletin Print Report
BioScrip, Inc., ("BS"), and Option Care Enterprises, ("O"),a private entity, announced that they have entered into a definitive merger agreement. Unde...
AABA's Foreign Tax Credit Mechanics
April 11, 2019 - Bulletin Print Report
Apparently, the fourgreat imponderables, as regards the aggregate amount of liquidating distributions Altaba, Inc., ("AABA" or the "Fund"), will be ma...
New York "Pensions and Annuities"
April 11, 2019 - Volume 13 Issue 70 Print Report
Petitioner, (P), was employed by American Express Corporation ("Employer") from 1984 through August, 2007, when he retired at the age of 56. P was a partici...
When Is a "Sales Tax" Deductible?
April 10, 2019 - Volume 13 Issue 69 Print Report
On November 17, 2004, the taxpayers, Mr. and Mrs. Naso, (N), entered into a purchase contract with DH, a home builder, toconstruct a home on unimproved vacant l...
Leo Holdings Corporation To "Domesticate"
April 10, 2019 - Bulletin Print Report
CEC Entertainment, Inc., ("CEC"), and Leo Holdings Corporation, ("LHC"), a publicly traded "SPAC," announced that LHC and QuesoHoldings, Inc...
"Concierge CFO" Denied Traveling Expense Deductions
April 10, 2019 - Bulletin Print Report
B views himself as operatinga "concierge CFO" business. He has had clients for his CFO business since at least 1998. During the examination years, he made a hom...
Versum Materials To Pay "Termination Fee"
April 9, 2019 - Bulletin Print Report
Versum Materials, Inc., ("V"), and Entegris, Inc., ("E"), had entered into a definitive merger agreement pursuant to which V was to have merged, in a "...
Fees To Fund PCOR Are Deductible
April 9, 2019 - Volume 13 Issue 68 Print Report
Secs. 4375-77 of the Internal Revenue Code were added by the Affordable Care Act (ACA). The ACA provides for the establishment of the private, non-profit corporation,...
Use Of LLC Does Not Preclude Tax Relief
April 9, 2019 - Bulletin Print Report
RTC Sec. 69.5 allows qualified homeowners over 55 years of age to transfer the property tax basis of their principal residence to a replacement dwelling of equal or lesser valu...
Yacht Charter Business Not Engaged In For Profit
April 8, 2019 - Bulletin Print Report
Petitioner husband, ("PH"), is a highly successful businessman and a certified public accountant. PH and his wife, ("Ps") have been boating since the 1970s...
LLY Completes Highly Successful Split-Off
April 8, 2019 - Bulletin Print Report
Eli Lilly & Co., ("LLY"), owned 80.2 percent of the stock of ElancoAnimal Health, Inc., ("ELAN"). For good and valid business reasons, LLY decided...
Homeowner Realized a Gain Upon Foreclosure
April 8, 2019 - Volume 13 Issue 67 Print Report
Petitioner, (P), resided in California. During 2005, she purchased a residence in Sacramento. She resided there until sometime during 2006, when she moved to San Fran...
Coal Act Premiums Are "Taxes"
April 5, 2019 - Bulletin Print Report
Nearly 30 years ago, Hillsborough Holdings and thirty of its subsidiaries filed for chapter 11 bankruptcy. This proceeding centers on just two of those subsidiaries: USPa...
No Deduction If Services Not Actually Rendered
April 5, 2019 - Volume 13 Issue 66 Print Report
Petitioner, (P), is a dental practice. The Es (Dr. E and his wife)were P's sole shareholders. The Es were also salaried employees for P. Dr. E also owned an...
Remarriage Terminates New Jersey Property Tax Exemption
April 4, 2019 - Bulletin Print Report
N.J.S.A. 54:4-3.30(b)(2) provides: "...The surviving spouse of any citizen and resident of this State who was honorably discharged and, after the citizen and resident'...
Taxpayer Ineligible for FEI Exclusion
April 4, 2019 - Volume 13 Issue 65 Print Report
Petitioner, (P), is a U.S. citizen. He began working for L3 in April 1982 as a full-time employee and remained there until June 1989. P returned to work for L3...
MGM Resorts International/MGM Growth Properties, LLC—Is A Taxable Spin-off Viable?
April 4, 2019 - Bulletin Print Report
MGM Resorts International, (“MGM”), owns 100 percent of the Class B stock of MGM Gro...
How Long Is a Day?
April 3, 2019 - Volume 13 Issue 64 Print Report
In 1983, the New York State Department of Taxation and Finance issued two notices of deficiency to "decedent"pertaining tothe tax years 1979 thr...
Altaba, Inc. Will Completely Liquidate
April 3, 2019 - Bulletin Print Report
There will be no "cash rich" split-offs or "downstream mergers" (in which Alibaba Group Holding Ltd. acquires the stock of Altaba, Inc. in exchange for Alib...
Claim Did Not Arise From "Profit-Seeking" Activities
April 3, 2019 - Bulletin Print Report
C is the CEO and sole shareholder of JKI, a commercial cleaning franchisor operating as an 'S' corporation. In November 2002, C went on vacation to the island of St. Ma...
Spin-Off Facilitates Equity Offering
April 2, 2019 - Volume 13 Issue 63 Print Report
P is a closely-held corporation that develops and markets computer software. P has, for more than five years, owned all of the stock of S, a corporation that owns and...
FASB Proposes More "Robust" Income Tax Disclosures
April 2, 2019 - Bulletin Print Report
The Financial Accounting Standards Board, ("FASB"), has been attempting,for quite some time, to reach a consensus on what everyone agrees is a glaring problem:...
Rate Relief Does Not Prevent Utility's Abandonment Loss
April 2, 2019 - Bulletin Print Report
Parent, ("P"), is a public utility holding company. P's largest subsidiary is Taxpayer, ("T"). T is a regulated utility. T generates, transmits, and dis...
"County" Payments Constitute Qualifying REIT Income
April 2, 2019 - Bulletin Print Report
TP is a real estate investment trust, ("REIT"). TP is an "UPREIT." It owns "A%" of the interests in a partnership, PS. PS owns DE 1. DE 1 owns DE...
When Is A State Tax Refund Included In Gross Income?
April 1, 2019 - Bulletin Print Report
The taxpayers are each unmarried individuals whose filing status is "single" and who itemized deductions on their federal income tax returns for 2018 in lieu of using...
"Forthright And Honest Testimony" Does Not Carry The Day
April 1, 2019 - Bulletin Print Report
In 2007, petitioner was a Florida domiciliary but, as an executive in the magazine publishing industry that required frequent travel between Florida and New York, he also maint...
I.R.S. Releases Fortiv's "RMT" Ruling
April 1, 2019 - Bulletin Print Report
D (FortivCorporation) has a single class of voting common stock outstanding. D directly owns all of the equity interests in DRE 1, Sub 1, Sub 2, and Sub 3. DRE 1 owns all...
Assets Accessory To The Operation of a Business Are Not Real Estate
April 1, 2019 - Volume 13 Issue 62 Print Report
A trust makes mortgage loans for the construction of systems for the transmission and reception of audio, voice, and other electrical signals between communities by m...
PBM Company Not Merely An Agent Of Pharmacies
March 29, 2019 - Bulletin Print Report
Express Scripts, Inc., ("E"), is a PBM company headquartered in Missouri. Clients hire E to manage the clients' prescription drug benefit programs. E negotiates w...
Utility Denied New York State ITC
March 29, 2019 - Volume 13 Issue 61 Print Report
Petitioners are regulated public utilities engaged in the business of providing natural gas to customers in New York City and Long Island. Starting in 2000, petitione...
The Beneficial Owner of an 'S' Corporation Is Taxed On Its Income
March 29, 2019 - Bulletin Print Report
MB was married to the former Pittsburgh Pirates and New York Mets star, Bobby Bonilla, ("RB"), in 1986. RB incorporated BBI. As of February 23, 1994, RB was the sole...
Stock of Lower-Tier Domestic Corporation Not a Passive Asset
March 28, 2019 - Volume 13 Issue 60 Print Report
Taxpayers, a married couple, own shares in X. X is a Country M corporation that was formed in Year 2, and is a passive foreign investment company (PFIC). Since its fo...
Roth IRA Distribution Included In Income
March 28, 2019 - Bulletin Print Report
The AUsapplied for a real property tax credit, claiming that their total income was below the $60,000 cap. BFS denied their application, stating that, when including the...
CNC To Acquire WCG In A "Two-Step" Merger
March 28, 2019 - Bulletin Print Report
Centene Corporation, ("CNC"), and WellCare Health Plans, Inc., ("WCG"), announced, on March 27, 2019,that "CNC will acquire WCG in a cash and sto...
Destruction of a Principal Residence
March 27, 2019 - Volume 13 Issue 59 Print Report
Taxpayer's property was severely damaged as a result of a natural disaster. The property was damaged to such an extent that it must practicably be rebuilt. Althou...
I.R.S. Updates "Dividend" Regulations
March 27, 2019 - Bulletin Print Report
The I.R.S. recently issued proposed regulations, updating Reg. Sec. 1.301-1 in particular, to reflect the statutory changes made to Sec. 301(b)(1) and Sec. 302(d) by the 1988 A...
Novartis AG Will Soon Spin-Off Alcon, Inc.
March 26, 2019 - Bulletin Print Report
Novartis AG, a Swiss resident corporation, will be distributing to its shareholders, including holders of itsADRs, all of the stock of its newly-formed subsidiary, Alcon,...
I.R.S. Regulations Punish "Objectionable" REIT Conversions
March 26, 2019 - Bulletin Print Report
In general, if property owned by a C corporation becomes the property of a real estate investment trust, ("REIT"), in a conversion transaction , (the qua...
Interests In Mortgages On Real Property
March 26, 2019 - Volume 13 Issue 58 Print Report
Company, (C), will elect to be taxed as a REIT. The Taxpayer expects C to finance Structural Improvements secured by the Structural Improvements and the underlying bu...
Gross Income Not Reduced By Selling Expenses
March 26, 2019 - Bulletin Print Report
TP originates residential first mortgages on "non-transient real property." TP's corporate headquarters are located out-of-state. TP originated mortgages through...
Sports Agent Can Deduct Settlement Payments
March 25, 2019 - Volume 13 Issue 57 Print Report
X is an attorney whose practice is devoted exclusively to the representation of professional athletes with respect to contract negotiations and other financial matter...
Nexstar To Sell Assets To Be Acquired From Tribune Media
March 25, 2019 - Bulletin Print Report
Nexstar Media Group, ("N"), will acquire, pursuant to a "reverse subsidiary cash merger," all of the Class A and Class B stock of Tribune Media, ("TM&q...
I.R.S. Provides Relief To "Underpaid" Taxpayers
March 25, 2019 - Bulletin Print Report
Notice 2019-25 supersedes the guidance in Notice 2019-11. See The Willens Report,Tax Allocation Agreement Does Not Contravene "Bob Richards" Rule
March 25, 2019 - Bulletin Print Report
This appeal concerns the ownership of a federal tax refund. The tax refund was issued by the Internal Revenue Serviceto United Western Bancorp, Inc., ("UWBI"),...
Service Inches Closer To Deleting The Income Requirement For An "ATB"
March 22, 2019 - Bulletin Print Report
Rev. Rul. 2019-09, issued on March 21, 2019, suspends two rather "ancient" revenue rulings, Rev. Rul. 57-464, 1957-2 C.B. 244 and Rev. Rul. 57-492, 1957-2 C.B. 247, p...
No Bond Premium With Respect to Convertibles
March 22, 2019 - Volume 13 Issue 56 Print Report
M Corporation, (M), formed N Corporation, (N). N sold "$a" face value "x%" guaranteed debentures and sold "$b" face value "y%"...
The Willens Deal Survey March 2019
March 21, 2019 - The Deal Survey: March 2019 Print Report
Welcome to our summary of deals for March 2019. 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.
Property Tax Exemption Permitted For Improved Home
March 21, 2019 - Bulletin Print Report
Mr. L served during the Vietnam War as a member of the U.S. Air Force. He was honorably discharged from service in 1969. In 1998, Mr. L and his spouse purchased a summer camp i...
Service Permits Current Deduction of Certain Litigation Settlements
March 21, 2019 - Volume 13 Issue 55 Print Report
In 1973, the taxpayer (TP) entered into a franchise agreement with M. The terms of the agreement provided that M would grant TP its trade name and expertise in the bu...
The Fox/Disney Deal Finally Closes
March 20, 2019 - Bulletin Print Report
The historic"Morris Trust" transaction involving 21st Century Fox, ("21CF"), and The Walt Disney Co., ("DIS"), has finallyclosed. The...
State Tax Preempted By 19th Century Treaty
March 20, 2019 - Bulletin Print Report
A State of Washington statute requires each "fuel importer" to obtain a license, and it says that a fuel tax will be "levied and imposed upon...licensees" f...
Calculating New Jersey "AAA"
March 20, 2019 - Volume 13 Issue 54 Print Report
MC is a 25 percent shareholder in CS which became a New Jersey (NJ) 'S' corporation in 1995. The period of assessment at issue was January, 2003--December, 20...
Fidelity National Information Services And Worldpay To Combine
March 19, 2019 - Bulletin Print Report
Fidelity National Information Services, Inc., ("FIS"), and Worldpay, Inc., ("WP"), announced that they have entered into a definitive merger agreement. At c...
Final Regulations Treat "RIC" Income Inclusions Less Harshly
March 19, 2019 - Bulletin Print Report
A regulated investment company, ("RIC"), is allowed to claima deduction for the dividends it pays to its shareholders. Thus, a RIC is, effectively, exempt from...
Consulting Firm's Receipts Not Subject To Sales Tax
March 19, 2019 - Volume 13 Issue 53 Print Report
Nerac, Inc., ("N"), is a research and advisory firm providing technical, scientific, and engineering research and tracking services to its clients. Clients contact pe...
Website Host Is A "Vendor"
March 19, 2019 - Bulletin Print Report
Petitioner develops and markets a wide range of software, services, and digital products. Petitioner operates online marketplaces on which independent software vendors, ("...
Investment Advisor May Not Use Broker-Dealer Sourcing Rules
March 18, 2019 - Buletin Print Report
Petitioner, ("P"), is incorporated under the laws of the State of New York. P is a wholly-owned subsidiary of BTG S.A. BTG S.A. is a wholly-owned subsidiary of Banco...
Lessor Of Energy Infrastructure Assets Earns Qualifying Rents
March 18, 2019 - Bulletin Print Report
TP is a corporation that has elected to be taxed and has operated as a real estate investment trust, ("REIT"). TP principally invests in U.S. energy infrastructure as...
Franchisee Can Deduct Payments Made To Franchisor
March 18, 2019 - Volume 13 Issue 52 Print Report
TP is in the business of distributing "Products" and similar products from a wide variety of suppliers through a specific group of retailers under contract...
Airline Did Not Operate A "Hub Facility"
March 15, 2019 - Bulletin Print Report
Pursuant to Sec. 76.075, Stats. (2015-2016) (Wisconsin), plaintiffs seek adjustments of their 2013 and 2014 property assessments, and therefore refunds on their property taxes,...
Administrative Claim For Refund Not Timely Filed
March 15, 2019 - Bulletin Print Report
The United States and its agencies may be sued only to the extent that they consent to waive their sovereign immunity. With respect to a suit for a tax refund, that waiver is c...
Circumventing the 100 Shareholder 'S' Corporation Limitation
March 15, 2019 - Volume 13 Issue 51 Print Report
A 'small business corporation' may elect to be treated as an 'S' corporation. An election shall be valid only if all persons who are shareholders in s...
Circular Flow of Cash Is Disregarded
March 14, 2019 - Volume 13 Issue 50 Print Report
X Corporation, (X), a state-charteredbanking institution, had outstanding 2,000 shares of common stock which were publicly-held. X decided that its stock should...
Post-Death Events Are Taken Into Account In Valuing Donated Property
March 14, 2019 - Bulletin Print Report
The D family owns DPI, a closely held corporation that manages commercial and residential property.... Before V's death, the only shareholders of DPI were V, E, and P. V ow...
BAM Will "Roll Up" OAK
March 13, 2019 - Bulletin Print Report
Brookfield Asset Management, Inc., ("BAM"), and Oaktree Capital Group, LLC, ("OAK"), announced an agreement whereby BAM "will acquire approximately 62...
Electing 'S' Corporation Status
March 13, 2019 - Volume 13 Issue 49 Print Report
Sec. 1362(a)(1) of the Internal Revenue Code provides that "a small business corporation may elect to be an 'S' corporation." Sec. 1362(a)(2) provid...
"MAGI" Includes All Social Security Benefits
March 13, 2019 - Bulletin Print Report
In 2014, petitioner, ("P"), received $26,180 of Social Security benefits, of which $11,902 was attributable to a lump sum payment relating to 2013 and $14,278 was att...
Brookfield's Self-Tender Offers
March 12, 2019 - Bulletin Print Report
Brookfield Property REIT, ("BPR") if offering to purchase for cash up to $95 million in value of shares of its Class A stock (such stock was issued in the acquisition...
Baseball Hall of Famer Was a California Resident
March 12, 2019 - Volume 13 Issue 48 Print Report
Gloria Morgan (GM) was born and raised in California and Joe Morgan, (JM),the baseball hall of famer, spent most of his childhood in California.
"OTCs" Are Not "Operators" Of Hotels
March 12, 2019 - Bulletin Print Report
The defendants are online travel companies, ("OTCs"). OTCs use either the "agency" or the "merchant" model to conduct business. Under the merchant...
Property Damage Required For Casualty Loss
March 12, 2019 - Bulletin Print Report
In 2004, M was diagnosed with Parkinson's disease. In 2006, Dr. Lew, ("DL"), prescribed Pramipexole, ("PR"). The medicine worked, and M's symptoms i...
The "Silver Lining" In A Failed Spin-Off
March 11, 2019 - Bulletin Print Report
A spin-off that otherwise satisfies the requirements of Sec. 355 of the Code, is, nevertheless, taxable, at the corporate level, if it is part of a plan (or series of related t...
A Revered Kansan Is Not A "Resident" Of The State
March 11, 2019 - Bulletin Print Report
Domicile is a relationship that the law creates between an individual and a location or a country. Domicile is the place where a person resides, where the person has an intenti...
BAC's Investment In CCB Not Integral To Its Business
March 11, 2019 - Bulletin Print Report
The California Board of Equalization, ("BOE"), determined that, for 2008, dividend income received by Bank of America, ("BAC"), from its investment in China...
Purchase of Stock Precludes a 'C' Reorganization
March 11, 2019 - Volume 13 Issue 47 Print Report
P corporation (P) owned all the stock of S1 and S2. It was P's desire that S1 acquire substantially all the properties of unrelatedX. In order to elim...
Medical Center Is A Corporation
March 8, 2019 - Bulletin Print Report
WC is a charitable organization incorporated under the laws of Kansas. In 2010, after the I.R.S. determined that medical school students were not subject to FICA taxes, the Ser...
Lessee of Land Not Entitled to Homestead Exemption
March 8, 2019 - Volume 13 Issue 46 Print Report
This case concerns property held in the name of Chicago Resort Company, a Michigan corporation (the "corporation"). The corporation is the owner of record o...
Property Not Purchased For Resale
March 7, 2019 - Bulletin Print Report
N is a provider of credit card and debit card processing services. N's customers are merchants and N provides them with card readers or card processing terminals that commu...
Ascertaining the Date of Sale
March 7, 2019 - Volume 13 Issue 45 Print Report
In 1968, the plaintiff, (HJ), negotiated the sale of its assets to CW. Each of HJ and CW was a C corporation. The sale requir...
Taxpayer Found To Be Operating A "Dating Service"
March 6, 2019 - Bulletin Print Report
The taxpayer, ("TP"), operates a website that allows individuals to register for scheduled "speed dating" events held in several cities throughout the U.S....
Holding Property For Investment Purposes Not a Trade or Business
March 6, 2019 - Volume 13 Issue 44 Print Report
X corporation, ("X"), is both a broker and dealer in stocks and bonds. Y corporation, ("Y"), a wholly-owned subsidiary of X, is engaged in the own...
Foreign Derived Intangible Income ("FDII") Can Lower Effective Tax Rates
March 6, 2019 - Bulletin Print Report
The Tax Cuts and Jobs Act contained a provision which allows for a lower tax rate to be imposed on a U.S. corporation's intangible income derived from serving non-U.S. mark...
"Compensation" Includes Payment For "Time Lost"
March 5, 2019 - Bulletin Print Report
L was injured while working at BNSF's rail yard. L sued BNSF and gained a $126,212.78 jury verdict. Of that amount, the jury ascribed $30,000 to wages lost during the time...
No "Material Participation" In Farming Business
March 5, 2019 - Bulletin Print Report
Mr. and Mrs. C, ("the Cs"), filed a joint Iowa income tax return for calendar year 2006 reporting the sale of agricultural real estate located in W County, Iowa. Thei...
Split-Off Not Affected By the Granting of an Option
March 5, 2019 - Volume 13 Issue 43 Print Report
D corporation, (D), is engaged in Business qq and in Business rr. D has VV shares of voting common stock outstanding of which Shareholder Group A (SGA) owns approxima...
Interest Is Neither Investment Interest Nor Personal Interest
March 5, 2019 - Bulletin Print Report
During each of the years in issue, Petitioner, ("P"), was the sole proprietor of Pi. Pi was engaged in the business of software development. The business was conducte...
PG & E Gets A "Going Concern" Opinion
March 4, 2019 - Bulletin Print Report
PG & E is a holding company whose principal operating subsidiary is Pacific Gas & Electric Company, a public utility, (the "Utility"). On January 29, 2019, PG...
Lorillard Escapes New Jersey Add-Back Of Royalty Expense
March 4, 2019 - Bulletin Print Report
Parent, ("P"), is a Delaware corporation which manufactures, markets, distributes, and sells cigarettes throughout the United States. It maintains its headquartered i...
Dividend Waiver Respected
March 4, 2019 - Volume 13 Issue 42 Print Report
X Corporation, (X), is a publicly-traded corporation. Each share of X'sClass A common stock has one vote per share and each share of X's Class B common...
Uniti's Dividend Payment Obligations
March 1, 2019 - Bulletin Print Report
Uniti Group, Inc., ("U"), is a real estate investment trust, ("REIT") engaged in the acquisition and construction of infrastructure in the communications in...
Sales Tax Not Barred By Internet Tax Freedom Act
March 1, 2019 - Bulletin Print Report
PixiusCommunications, LLC, ("P"), is an internet service provider, ("ISP"), engaged in the business of providing its customers with wireless access to...
Forgivable Loan Is Income When All Events Test Is Met
March 1, 2019 - Volume 13 Issue 41 Print Report
TP considered closing its factory in State X and consolidating the business in another state. To discourage this, State X provided a loan to TP. In return, TP was req...
Ascertaining The Nature Of The "Shared Responsibility Payment"
February 28, 2019 - Bulletin Print Report
On June 18, 2017, JC filed for Chapter 13 Bankruptcy Protection. The Internal Revenue Service filed a proof of claim for $5,795.10 in priority debt payments, with $695 being de...
CFOs Are Not Covered Employees
February 28, 2019 - Volume 13 Issue 40 Print Report
TP is a publicly held corporation. A and B each served as the principal financial officer of TP during a portion of Year 1. Pursuant to the executive compensation dis...
Sec. 312 Principles Apply In Determining A CFC's Earnings and Profits
February 27, 2019 - Bulletin Print Report
Eaton Corporation, ("E"), was the parent of an affiliated group of corporations, ("Eaton Group"), that filed consolidated Federal income tax returns. (Subse...
PCG To Seek Restrictions On Trading In Its Securities
February 27, 2019 - Bulletin Print Report
It has been reported that Pacific Gas & Electric Co., ("PCG"), in an effort to "preserve" its copious net operating loss carryovers, will seek the bankr...
Gains Are No Longer PHC Income
February 27, 2019 - Volume 13 Issue 39 Print Report
M is a domestic corporation. All of the stock of Mis owned by A and B, two individual taxpayers. M manages parcels of real property on a management fee basis.
Danaher Will Secure a Cost Basis in GE's Assets
February 26, 2019 - Bulletin Print Report
Danaher Corporation announced that it has entered into an agreement with General Electric Company to acqu...
Reimbursement Is Not Gross Income
February 26, 2019 - Bulletin Print Report
RP1is a foreign corporation and the common parent of RP2, a foreign corporation, and P, a U.S. corporation. P is the common parent of an affiliated group which includes P...
Forward Merger Constitutes Purchase of Assets
February 26, 2019 - Volume 13 Issue 38 Print Report
Pursuant to an agreement, T merged into PU, a wholly owned subsidiary of P. The shareholders of T received cash and promissory notes in exchange for their T stock. By...
A Bankrupt Debtor Can Avoid The Sec. 382 Limitation
February 26, 2019 - Bulletin Print Report
In general, where a loss corporation undergoes an ownership change, certain limitations, known as the "Sec. 382 limitation," will be imposed on the amount of taxable...
Perrigo's Irish Tax Dispute Will Be Heard By The "High Court"
February 26, 2019 - Bulletin Print Report
We previously reported that PerrigoCo. plc's subsidiary, Elan Pharma, ("EP"), was served with a Notice of Assessment by "Irish Revenue." See The W...
The Willens Deal Survey February 2019
February 25, 2019 - The Deal Survey: February 2019 Print Report
Welcome to our summary of deals for February 2019. 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....
Housing "Subsidy Payment" Found To Be "Good" REIT Income
February 25, 2019 - Bulletin Print Report
Taxpayer, ("TP"), is a real estate investment trust, ("REIT"). TP owns an "A%" general partnerinterest directly in Operating Partnership, (&...
Corporation Found To Be A "PHC"
February 25, 2019 - Volume 13 Issue 37 Print Report
P is a corporation organized under the laws of Indiana. During 1970 and 1971, P engaged in the business of residential house rental from which it received gross renta...
"Rent-To-Own" Property Is Not Inventory
February 22, 2019 - Bulletin Print Report
The taxpayer, ("TP"), is a multi-state business which offers for sale or lease property such as furniture, appliances.... TP derives the vast majority of its revenue...
Amounts Not Paid "In Cancellation" Of Lease
February 22, 2019 - Volume 13 Issue 36 Print Report
In 1971, the GJV ("partnership"), in which TP owned a 90 percent interest, entered into separate lease and management contracts with H. &nbs...
Supreme Court Strikes Down West Virginia Tax Statute
February 21, 2019 - Bulletin Print Report
Mr. D, ("D"), workedin the U.S. Marshals Service. His home state, West Virginia, ("WV"), does not tax the pension benefits of certain former state law...
Acquiring A Prohibited "Interest" In The Redeeming Corporation
February 21, 2019 - Volume 13 Issue 35 Print Report
Company, (CO), is a closely-held State N corporation. Stock in CO was held by family members A, B, C, and D and by Trusts 1-9 established by the family. &nb...
Investment Strategist Never Abandoned His New York Domicile
February 20, 2019 - Bulletin Print Report
On August 6, 2013, the New York State Division of Taxation, (the "Division"), issued to petitioner, ("P"), a noted Wall Street investment strategist, a noti...
Florida Is A "Consumer" State
February 20, 2019 - Bulletin Print Report
The taxpayer has headquarters in "X." X is somewhereoutside of Florida.The taxpayer has requestedguidance with respect tothe proper sourcing o...
Payment In Cancellation of Lease Is Not "Rent"
February 20, 2019 - Volume 13 Issue 34 Print Report
C1, a domestic corporation, is 78.68 owned by X, a U.S. citizen. The remaining 21.32 percent ofC1is owned by seven U.S. citizens who are not related to X....
Rental Of Karaoke Rooms Does Not Reduce "Base Rent"
February 19, 2019 - Bulletin Print Report
TP operates a karaoke, ("K"), business within leased premises below 96thStreet in Manhattan. The premises have been sub-divided into individual "K rooms&qu...
Sears' Net Operating Losses Will Survive Bankruptcy
February 19, 2019 - Bulletin Print Report
Sears Holdings Corporation, ("SHC"), has accumulated a $1.76 billion "NOL DTA" and a nearly $1 billion "Credit DTA." The NOL DTA implies a net ope...
Molson Coors Brewing Company Restates Earnings
February 19, 2019 - Bulletin Print Report
Molson Coors Brewing Company, ("MCBC"), for periods prior to October 11, 2016, owned a 42 percent economic, and 50 percent voting, interest in a partnership named Mil...
Involuntary Presence Does Not Count For NY Residence Purposes
February 19, 2019 - Volume 13 Issue 33 Print Report
Petitioner, (P), is the executor under the last will and testament of BSH who died at Sloane Kettering Memorial Hospital in the City of New York on September 19, 1973...
Reversing Pre-Redemption Transfer of Stock Does Not Invoke "(c)(2)(B)"
February 15, 2019 - Volume 13 Issue 32 Print Report
X, ("X"), is a corporation engaged in an ongoing business whose shares of its sole class of common stock were held by A and byA's child, B. A owne...
Cell Phone Retailer Cannot Avoid Use Tax
February 15, 2019 - Bulletin Print Report
Plaintiff, ("P"), is a Michigan corporation engaged in the business of selling cell-phone service contracts, cell phones, and related equipment. P sold Verizon cell-p...
WCC's "Magnanimous" Tender Offer
February 14, 2019 - Bulletin Print Report
Westmoreland Coal Company Asset Corporation, ("TS"), a wholly owned subsidiary of Westmoreland Coal Company, ("WCC"), is offering to purchase all of the out...
Accounting For Disproportionate Liquidations
February 14, 2019 - Volume 13 Issue 31 Print Report
Mr. A formed X Corporation, (X), to engage in a business enterprise. X issued 70,000 shares of common stock to Mr. A at a price of $1 per share. Shortly thereafter, X...
Georgia Firm Has "Substantial Nexus" With Ohio
February 14, 2019 - Bulletin Print Report
G is a Georgia corporation. It does have any locations in Ohio; and does not employ any agents, representatives, or employees in the Buckeye State. G's primary customers ar...
Apportioning Income Of A "Transportation Broker"
February 13, 2019 - Bulletin Print Report
BLX, Inc., ("BLX"), is incorporated in Iowa and headquartered in Cedar Rapids. The corporation has elected to file as an 'S' corporation. BLX describes itself...
Charitable Trust Does Not Hold Real Estate "Primary for Sale"
February 13, 2019 - Volume 13 Issue 30 Print Report
TP is a charitable trust created under the will of N. TP educates large numbers of individuals annually. At the end of TP'...
Business Activities Are Needed For a "Contraction"
February 12, 2019 - Volume 13 Issue 29 Print Report
X corporation, ("X"), owned two parcels of real property, each such parcel consisting of land and a building thereon. Both of the parcels, Parcel A and Parc...
Expectation Of Tax Deduction Not A "Quid Pro Quo"
February 12, 2019 - Bulletin Print Report
In April 2011, the Ms purchased real property, (the "Property"),in Bethesda, Maryland. At the time the Ms purchased the Property, it included a remodeled coloni...
Investment Advisor Not A Sec. 382 "Entity"
February 12, 2019 - Bulletin Print Report
LossCo, ("L") is a publicly traded State A corporation. L is a holding company whose major asset is the stock of Subsidiary, ("S"), a State B corporation. O...
Transfer Of Condominium Units Is A "Bulk Sale"
February 12, 2019 - Bulletin Print Report
Pursuant to two separate contracts of sale, Unit 1 and Unit 2 (which are noncontiguous, separate units in the same residential building) are being sold by Seller, ("S"...
Double Taxation Not Enough To Invalidate VA's Apportionment Method
February 11, 2019 - Bulletin Print Report
The Corporate Executive Board Company, ("CEB"), is a corporation headquartered in Arlington, Virginia. Most of CEB's revenue comes from an annual fixed fee subscr...
The Tax Court Finds A "Genuine Contraction"
February 11, 2019 - Volume 13 Issue 28 Print Report
WF was organized for the primary purpose of providing passenger and automobile ferry service across the Potomac River between Maryland and Virginia. From April 8, 195...
LLY Will "Split-Off" ELAN
February 11, 2019 - Bulletin Print Report
Eli Lilly and Company, ("LLY"), announced that it will initiate an "exchange offer" to divest its remaining interest in Elanco Animal Health, ("ELAN&qu...
Food Service Management Operator Taxed At Higher Rates
February 8, 2019 - Bulletin Print Report
From 2005 through 2014, Aramark Educational Services LLC, ("A"), contracted with schools to provide "dining services." At issue is the classification of A&#...
Fixing The Date of Debt Discharge
February 8, 2019 - Volume 13 Issue 27 Print Report
TP's shareholder relies on Gitlitz v. Commissioner , 531 U.S. 206 (2001), to claim additional basis in shares of 'S' corporation stock from exclud...
Physical Presence Necessary For "Nexus" Found
February 7, 2019 - Bulletin Print Report
TP is a foreign corporation with its principal place of business located outside of the State of Washington. TP sells sports apparel, equipment, and accessories to consumers th...
California Taxpayer Cannot Avoid NOL Suspension
February 7, 2019 - Volume 13 Issue 26 Print Report
On July 15, 2010, Appellant, (AP), filed a California Form 100 for the 2008 taxable year. AP reported thereona sale of land, equipment, and buildings. The sale...
Mortgage Lien Survived Non-Judicial Foreclosure Sale
February 7, 2019 - Bulletin Print Report
The Ks owned real property in Richlands, Virginia. The Ks executed a credit line deed of trust, (the "Deed of Trust"), on September 26, 2007 for the benefit of First...
POST Has The Ability To "Spin-Off" 8th Avenue
February 6, 2019 - Bulletin Print Report
Last fall, Post Holdings, Inc., ("POST), entered into an interesting transaction with Thomas H. Lee Partners, Inc., ("THL"), in which POST and THL formed a joint...
The Execution of a Note Does Not Create Basis
February 6, 2019 - Volume 13 Issue 25 Print Report
On November 1, 1979, Mr. A, the owner of all of the outstanding stock of X corporation, ("X"), an electing small business corporation (an 'S' corpor...
Liberty Expedia Holdings And Expedia Explore A "Downstream Merger"
February 6, 2019 - Bulletin Print Report
Several years ago, Liberty Interactive, ("LI"), in a "split-off" transaction, distributed to its shareholders its stock inLiberty Expedia Holdings, In...
Inventor Entitled To Capital Gains Treatment
February 6, 2019 - Bulletin Print Report
AM began his career with American Express, eventually rising to the level of "project manager." In December 2001, he joined HIG as vice president of business developm...
Can A Partial Liquidation Be Non Pro Rata?
February 5, 2019 - Volume 13 Issue 24 Print Report
X corporation, ("X"), has outstanding 100 shares of a single class of votingcommon stock, 90 shares of which were owned by Mr. A and 10 shares of whic...
Pollution Control Equipment Exempt From Property Tax
February 5, 2019 - Bulletin Print Report
Personal property is generally exempt from taxation in Minnesota, ("M"). Personal property which is part a pipeline system transporting or distributing water, gas, cr...
Intercompany Payments Are Not "Taxes"
February 5, 2019 - Bulletin Print Report
There are, generally, two types of corporation income tax reporting methods used by the States. Non-separate reporting permits a designated entity to file one tax return on beh...
Pension Plan Is Creditor Of "Remainco"
February 5, 2019 - Bulletin Print Report
Distributing, ("D"), is a publicly traded corporation and is the common parent of a consolidated group engaged in each of Business A and Business B. D maintains two q...
Identifying The Accounting "Acquirer"
February 4, 2019 - Bulletin Print Report
In most business combinations, it is obvious which of the parties is properly treated as the accounting "acquirer." The accounting acquirer applies "acquisition...
Coach Nick Saban Secures (Part Of) A Worthless Debt Deduction
February 4, 2019 - Bulletin Print Report
Mr. Joseph Spinoza, ("S"), is a successful real estate developer. S organized two companies, PR I and PR II, (collectively, "PR"), to acquire and develop tw...
ZAYO Comparable Will Earn "Rents From Real Property"
February 4, 2019 - Bulletin Print Report
The taxpayer, ("TP"), a domestic corporation, elected to be taxed as a real estate investment trust, ("REIT"). TP leases systems composed of permanently aff...
Florida Publisher Denied Sales Tax Refund
February 4, 2019 - Volume 13 Issue 23 Print Report
The issue, in a recent State of Florida administrative tax proceeding, was whether the taxpayer, (TPC), showed, by a "preponderance of the evidence", that i...
Unambiguous Election Cannot Be Disavowed
February 1, 2019 - Bulletin Print Report
Appellants employed a tax professional toprepare their joint federal incometax returns. In 2013 and 2014, the preparer made significant errors affecting Appellants&...
State Court Judges Can Allocate Dependency Exemptions
February 1, 2019 - Volume 13 Issue 22 Print Report
I and H were married in 2004 and were separated in 2010. By a judgment of divorce dated April 27, 2011, I, the wife, was awarded physical custody of the children. The...
Wage And Salary Tax Not An "Income" Tax For FTC Purposes
January 31, 2019 - Bulletin Print Report
Petitioners, AF and RF, were residents of Guam in 2013. AF (the petitioner husband) had income from employment with a company based in the Commonwealth of the Northern Mariana...
The Long Reach of Sec. 83
January 31, 2019 - Volume 13 Issue 21 Print Report
GDC (the "company") was formed in 1970. A joined the company as vice-presidentfor finance and administration. The company agreed to sell A 40,000 shar...
Hotel "Consumables" Not Eligible For "Sale-For-Resale" Exemption
January 30, 2019 - Bulletin Print Report
Alamo Building Management L.P., ("A"), owns the Drury PlazaHotel San Antonio Riverwalk, ("DPH"), in San Antonio, Texas. A charges its customers for th...
Stock Subject To a Right of First Refusal Is Common Stock
January 30, 2019 - Volume 13 Issue 20 Print Report
X corporation, (X), issued shares of new voting common stock and shares of new nonvoting common stock pro rata to its shareholders in exchange for shares of its outst...
Government Proves Timely Existence And Mailing Of "90-Day Letter"
January 29, 2019 - Bulletin Print Report
Mr. M failed to file timely federal income tax returns for tax years 2002 and 2009, and the Government levied tax assessments. Mr. M maintains that those assessments are invali...
REITs and Partnerships
January 29, 2019 - Volume 13 Issue 19 Print Report
TP is a Real Estate Investment Trust, (REIT). TP owns a portfolio of commercial properties on its own behalf as well as through joint ventures, each of which are trea...
Retail Copy Shops Are Not Manufacturers
January 29, 2019 - Bulletin Print Report
The taxpayer, ("TP"), provides equipment loans and leases to small businesses and middle market companies, including "retail copy shops." In most instances,...
Adjusting The Three-Factor Apportionment Formula Not Warranted
January 28, 2019 - Bulletin Print Report
TP is in the business of lending money to customers across the country, primarily through credit cards and other personal loan products. The vast majority of TP's activitie...
Contract Driver Not Taxpayer's Employee
January 28, 2019 - Bulletin Print Report
Q is a business that connects drivers with customers who need too-large-to towvehicles driven to them. Q contracted with D to pair him with customers needing this service...
"DSM" Expenditures Can Be Deducted
January 28, 2019 - Volume 13 Issue 18 Print Report
X corporation, (X), a public utility, is primarily engaged in generating and distributing electrical energy. In 1995, X provi...
Fertilizers Are Not "Propagative Material"
January 25, 2019 - Bulletin Print Report
WE is a California limited liability company that sells fertilizers and pesticides to Arizona farmers. WE argues that the sales are exempt (from Arizona's "transaction...
G.E.'s Distribution Of Spinco's Stock Will Now Be Taxable
January 25, 2019 - Bulletin Print Report
WabtecCorporation, ("WAB"), and General Electric Company, ("GE"), announced today they have modified the terms of their merger agreement in a manner t...
Rate Increase Is Not "Insurance Or Otherwise"
January 25, 2019 - Volume 13 Issue 17 Print Report
TP, a public utility, abandoned a partially completed nuclear generating plant. The state commission with rate-making authority over TP, in determining to grant TP a...
"Foreign" Corporation Subject To NYC Tax On Sale Of Passive Holding
January 24, 2019 - Bulletin Print Report
Petitioner, ("P"), is a Delaware corporation. P's stock is owned by two entities: 96.42 percent by OLP, and 3.58 percent by QPOLP, (collectively, "POE")...
Option Granted In Connection With The Performance Of Services
January 24, 2019 - Volume 13 Issue 16 Print Report
C is an 'S' corporation operating a very successful"pay-day" loan business. D is actively involved in C's operations. In 2001, when his fo...
Rights Distribution Excluded From Gross Income
January 23, 2019 - Volume 13 Issue 15 Print Report
X corporation, (X), believed to be AT&T,issued Rights to its shareholders. Upon exercise of 35 Rights and the payment of $100 in cash, the holder will recei...
Oil Tanks Are "Immovable" Property
January 23, 2019 - Bulletin Print Report
The Collector audited TP for sales and use tax for the periods beginning December 31, 2012 and ending October 31, 2015. As a result of this audit, the Collector issued a Notice...
Kentucky Affiliated Group Not Found
January 23, 2019 - Bulletin Print Report
WA is a South Carolina corporation. It owns all of the voting power and all of the ownership interest in WFK. WFK conducts business throughout the Commonwealth of Kentucky. WFK...
Can Mastercard, Inc. Deduct Its EC Fine?
January 23, 2019 - Bulletin Print Report
The European Commission, ("EC"), has fined "the card scheme" Mastercard, Inc., ("M") over 570 million euros "for limiting the possibility for...
FDC Will Likely Undergo An "Ownership Change"
January 22, 2019 - Bulletin Print Report
Fiserv, ("FISV"), and First Data Corporation, ("FDC"), announced that their boards of directors have unanimously approved "a definitive merger agreemen...
A Rental Real Estate Enterprise Can Be A Trade Or Business
January 22, 2019 - Bulletin Print Report
Sec. 199A was enacted on December 22, 2017, as part of the Tax Cuts and Jobs Act, Public Law 115-97.Congress enacted Sec. 199Ato provide a deduction to non-corporat...
Tax-Withholding Transaction Does Not Invoke Sec. 16(b)
January 22, 2019 - Bulletin Print Report
WPX Energy, Inc., ("WPX"), established an Incentive Plan, (the "Plan"), that allows officers and employees to acquire or increase their equity ownership in...
The Willens Deal Survey January 2019
January 22, 2019 - The Deal Survey: January 2019 Print Report
Welcome to our summary of deals for January 2019. 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. <...
Sec. 332 Gain Is Not "An Item of Income"
January 22, 2019 - Volume 13 Issue 14 Print Report
TPs elected 'S' corporation status for P Corporation, (P). TPs contributed to P all of the shares of a C Corporation, (S), they owned. P filed an election to...
Sales "To The Public" Are Taxable
January 18, 2019 - Bulletin Print Report
MGC operates corporate cafeterias throughout the Kansas City metropolitan area. The Federal Reserve Bank of Kansas City, (the "Bank"), contracted with MGC to operate...
PCG's Potential Tax Deductions
January 18, 2019 - Bulletin Print Report
We have been asked whether some sort of "public policy" doctrine or rule would prevent Pacific Gas & Electric Co., ("PCG"), from securing tax deductions...
Absence of Consent Permits Theft Loss Deduction
January 18, 2019 - Volume 13 Issue 13 Print Report
The taxpayer, (H), had a stormy relationship with her boyfriend. The relationship was marked by intimidation and physical abuse. &nb...
I.R.S. To Waive Certain Underpayment (Of Estimated Tax) Penalties
January 17, 2019 - Bulletin Print Report
Sec. 6654 of the Internal Revenue Code provides that, in the case of an individual, estimated income tax is required to be paid in four installments and the amount of any requi...
Taxpayer Not First-Time Homebuyer
January 17, 2019 - Volume 13 Issue 12 Print Report
On January 1, 2008, petitioner ("P")requested a withdrawal of $20,000 from herMorgan Stanley retirement account. P listed the KC property as the...
Inherited IRA Found To Be Exempt From Attachment
January 16, 2019 - Bulletin Print Report
MA's mother, NA, owned an IRA, and MA was designated at the "Transfer on Death" recipient. After NA passed away, MA caused a trustee-to-trustee transfer to occur...
Accrued Dividends In Redemptions
January 16, 2019 - Volume 13 Issue 11 Print Report
Plaintiff is a wholly-owned subsidiary of CEC. Plaintiff ("C") serves as the sales outlet for its parent, operating through branches scattered across the co...
Can New Disney Spin-Off The RSNs?
January 16, 2019 - Bulletin Print Report
Apparently, the Justice Department will permit New Disney to divest the regional sports networks, ("RSNs"), it will be acquiring in the Fox acquisition by means of a...
CQH's Merger With LNG Constituted A Reorganization
January 15, 2019 - Bulletin Print Report
Cheniere Energy, Inc., ("LNG"), several years ago, created CheniereEnergy Partners LP Holdings, ("CQH"), as a vehicle through which institutional inve...
"Time Phased Voting" Successfully Used In An "RMT" Transaction
January 15, 2019 - Volume 13 Issue 10 Print Report
Distributing, ("D"), conducts Business A and Business B. D has a single class of voting common stock outstanding. D also has two classes of preferred stock outstandin...
Newmont Mining Corporation "Gives Its Two Cents"
January 15, 2019 - Bulletin Print Report
Newmont Mining Corporation, ("NEM"), a corporation existing under the laws of Delaware, and Goldcorp, Inc., ("GG"), a corporation existing under the laws of...
Gain Included In Sales Factor Ratio
January 15, 2019 - Bulletin Print Report
For 2011, Davis Lynch Holding Co. Inc., ("DL"), was a Texas corporation that did not conduct any direct business in the state of Louisiana, ("L"). DL owned...
Equity Method Income Included In Sales Factor Ratio
January 15, 2019 - Bulletin Print Report
Boyd Gaming Corporation, ("B"), is incorporated in Nevada. B owns two Louisiana, ("L"), subsidiaries, BK and BLR. BK owns and operates the Treasure Chest Ca...
Maxar Technologies Has "Domesticated" To The U.S.
January 14, 2019 - Bulletin Print Report
Recently, MaxarTechnologies, Inc., ("MUS"), a newly-created Delaware corporation, became the ultimate parent corporation of MaxarTechnologies, Ltd., (&quo...
How Are Service Receipts Apportioned To Texas?
January 14, 2019 - Bulletin Print Report
TP provides an online service allowing customers to search, select, and reserve spaces at airport parking facilities in both the United States and Canada. A third-party web hos...
No Change In Domicile Without Physical Presence
January 14, 2019 - Volume 13 Issue 9 Print Report
Two classes of residents for Virginia income tax purposes are domiciliary residents and actual residents, as set forth in Virginia Code Sec. 58.1-302.  ...
Sec. 505 Does Not Address Tax Liabilities Of A Non-Debtor
January 11, 2019 - Bulletin Print Report
AWA, ("Debtor," or "D"), filed a petition in bankruptcy pursuant to Chapter 11 of the Bankruptcy Code onMay 30, 2013. The case was later converted to...
New York "Decouples" From Tax Cuts And Jobs Act
January 11, 2019 - Bulletin Print Report
Since New York State's individual income tax return is based on federal taxable income, the changes made by the Tax Cuts and Jobs Act, ("TCJA"), "may affect...
Some Environmental Remediation Costs Must Be Capitalized
January 11, 2019 - Volume 13 Issue 8 Print Report
X corporation, (X), owns and operates a manufacturing plant that produces property that is inventory in X's hands. X's manufacturing operations discharge haza...
Congressional Staffer's "Tax Home" Was In Washington D.C.
January 10, 2019 - Bulletin Print Report
MS was a Deputy Chief of Staff for Congressman Chip Cravaack. In a typical month, she spent 12-15 working days in Washington D.C. and 6-10 in Minnesota. On Schedule A of the Fo...
Minor Children and the "548 Day Rule"
January 10, 2019 - Volume 13 Issue 7 Print Report
P is a New York domiciliary who intends to live and work in a foreign country. P is married and has one minor child but hewill be legally separated from his spo...
Liquidation Of Sears Holdings Corporation Will Produce Capital Losses
January 9, 2019 - Bulletin Print Report
Apparently, the odds have substantially increased that Sears Holdings Corporation, ("SHC"), will not be reorganized but, instead, will be completely liquidated in a t...
Capital Loss Not "Sourced" In New York
January 9, 2019 - Volume 13 Issue 6 Print Report
Petitioner (P) was a resident of Colorado in 2005. He filed a New York State nonresident and part-year resident personal income tax return. &nbs...
Fox Corporation Files Form 10--Spin-Off Tax Treatment Remains Murky
January 8, 2019 - Bulletin Print Report
The Form 10 for Fox Corporation, ("New Fox"), was filed yesterday. The filing describes in detail the first part of the Walt Disney Co./Twenty-FirstCentury Fox,...
Voluntary Surrender Of Stock By A "Dominant" Shareholder
January 8, 2019 - Bulletin Print Report
On December 27, 2018, Mr. EddieLampert, of ESL Investments, Inc., "returned to Sears Holdings Corporation, ("SHC"), 1,327,137 shares of common stock of the...
Form and Substance in Sec. 332
January 8, 2019 - Volume 13 Issue 5 Print Report
Minority shareholders owned 25 percent of the stock of X Corporation, (X). The remaining 75 percent of the stock was owned by Y Corporation, (Y). Y desired to liquida...
BMY Will Acquire CELG
January 7, 2019 - Bulletin Print Report
Bristol-Myers Squibb Co., ("BMY"), and Celgene Corporation, ("CELG"), announced that they have entered into a definitive merger agreement in connection with...
Does Sec. 1234A Apply To CVRs?
January 7, 2019 - Bulletin Print Report
The transaction in which Bristol-Myers Squibb, Co.,("BMY"), will acquire all of the stock of CelgeneCorporation, ("CELG"), features, as an integ...
Dividends on Nonvoting Stock Carry Foreign Tax Credits
January 7, 2019 - Volume 13 Issue 4 Print Report
X is a domestic corporation. Y is a foreign corporation organized under the laws of Country Z. Y will have two classes of stock, voting and nonvoting. All shares of s...
Conversion Ratio Alterations Have Tax Consequences
January 4, 2019 - Bulletin Print Report
On August 9, 2018, Microchip Technology, Inc. declared a quarterly cash dividend to the holders of its common stock in the amount of $0.364 per share. As a result of the declar...
Malt Product Properly Taxed At "Wine" Rates
January 4, 2019 - Bulletin Print Report
P is a malt based beverage alcohol product which C1 manufactures in Illinois. In 2010, the Food and Drug Administration, ("FDA"), acknowledged that P is a "malt...
Sec. 269 Does Not Deny Statutory Benefits
January 4, 2019 - Volume 13 Issue 3 Print Report
Husband and Wife have operated a hog farm since 1949. On January 1, 1988, Husband, Wife, and Son (TPs)exchanged their dwellings, automobiles, crops and farming...
Farmer Not "Agent" Of The Federal Government
January 3, 2019 - Bulletin Print Report
APP purchased sheet metal for a feed barn that was constructed on its farmland. The feed barn will be employedby APP to feed meat producing cattle and store excrement for...
Has ESL Investments Given Up On Acquiring Sears' NOLs?
January 3, 2019 - Bulletin Print Report
On December 28, 2018, ESL Investments, Inc., the vehicle controlled by the legendary investor Eddie Lampert, floated a revised proposal for the acquisition of Sears Holdings Co...
Fiduciaries Can Execute "Triple Eye" Agreements
January 3, 2019 - Volume 13 Issue 2 Print Report
X corporation, (X), has outstanding a single class of commonstock 1/2 of which was owned by a father and the other 1/2 by his son. Under the constructive owners...
AMT Credits Will Provide Cash Infusions Beginning In 2019
January 2, 2019 - Bulletin Print Report
One of the lesser known elements of the Tax Cuts and Jobs Act, ("TCJA"), was the outright repeal, for corporate taxpayers, of the Alternative Minimum Tax for taxable&...
Wal-Mart.com Is A "Dealer" Responsible For Sales Tax
January 2, 2019 - Bulletin Print Report
Wal-Mart.com USA, LLC, ("W"), operates an online marketplace, (the "M"), where it, along with third-party retailers, sell their goods. W sells inventory it...
Qualified Plan Not a "Conduit" Entity
January 2, 2019 - Volume 13 Issue 1 Print Report
In 1990, L established a defined-benefit plan which he converted in 1996 into a profit-sharing plan, both of which were qualified plans under Sec. 401 of the Internal...
Payments To Local Governments May Be Deducted Under Sec. 162
December 31, 2018 - Bulletin Print Report
Sec. 162(a) of the Internal RevenueCode allows a deduction for all the ordinary and necessary expenses paid or incurred during the taxable year in carrying on any trade o...
Extinguishment Of "Forgivable" Loan Produces Ordinary Income
December 31, 2018 - Bulletin Print Report
Robert A. Connell, ("C"), has been a financial adviser since 1974. In 1980, C joined Smith Barney, remaining there until 2009. By 2009, C and his team had assets unde...
Dell Technologies Completes The "Class V" Transaction
December 31, 2018 - Bulletin Print Report
On December 28th, Dell Technologies, Inc., ("DTI") announced "the successful completion of the Class V transaction following approval of the transaction by its s...
Related Party Exchange Not Obscured by Presence of "QI"
December 31, 2018 - Volume 12 Issue 250 Print Report
Dealer, (D), sells a certain type of equipment at retail. Taxpayer, (TP), leases that sametype of equipment to unrelated customers. TP and D are related parties...
Court Calculates "QEZE" Credits Of 'S' Corporation Shareholder
December 28, 2018 - Bulletin Print Report
PCC is an 'S' corporation. PCC constructs commercial buildings, primarily in New York and Virginia. It was certified as a qualified empire zone enterprise, ("QEZE&...
Taxpayer Denied Dependency Exemptions and Child Tax Credits
December 28, 2018 - Volume 12 Issue 249 Print Report
The taxpayer, (P), was married to MS until March 17, 2005. P and MS had two children, MMS and MAS, who were born in 2000 and 2002, respectively. On March 17, 2005, P...
Inventory Liquidation Proceeds Can Be Distributed in Partial Liquidation
December 27, 2018 - Volume 12 Issue 248 Print Report
X operated a full line department store which offered a comprehensive selection of brand merchandise and a number of services, and also offered a variety of credit ar...
New Jersey's "MLP Fee" Is Constitutional
December 27, 2018 - Bulletin Print Report
Under the Gross Income Tax ("GIT") Act, an entity classified as a partnership for federal income tax purposes is required to file an informational return showing all...
Wash Sale Considerations For Year-End Tax Loss Sellers
December 26, 2018 - Bulletin Print Report
The market's swoon has left many investors with unrealized losses that, if they were recognized, could shelter from taxation capital gains recognized earlier in the year. (...
New Jersey's Enlightened Approach To "GILTI" And "FDII"
December 26, 2018 - Bulletin Print Report
The Tax Cuts and Jobs Act, ("TCJA"), (P.L. 115-97), was signed into law by President Trump on December 22, 2017. The TCJA added Sec. 951A and Sec. 250 to the Internal...
Express Scripts/Cigna...One More Thing
December 26, 2018 - Bulletin Print Report
New Cigna, (NC), recently completed its "double dummy" acquisition of the stock of Old Cigna, (OC), and Express Scripts, (ES). NC, through the mechanism of twin rever...
'S' Election Constitutes "Reasonably Equivalent Value" For a Transfer
December 26, 2018 - Volume 12 Issue 247 Print Report
N is a Georgia corporation that operated approximately 150 Waffle House restaurants in Georgia, Florida, and Virginia. On March 1, 1991, S, a shareholder of N, execut...
T-Mobile's "Outside Plant" Is Taxable Real Property
December 24, 2018 - Bulletin Print Report
T-Mobile, ("TM"), owns large cellular datatransmission equipment that it has installed on the exterior of buildings in Mount Vernon, New York. The installations...
Perrigo Co. plc Hit With Irish Tax Assessment
December 24, 2018 - Bulletin Print Report
EP, a subsidiary of Perrigo Co. plc, will file an appeal with the Irish Tax Appeals Commission regarding a Notice of Assessment issued to EP by "Irish Revenue." The N...
Training Costs Are Deductible
December 24, 2018 - Volume 12 Issue 246 Print Report
Sec. 162 and Reg. Sec. 1.162-1(a) allow a deduction for all the ordinary and necessary expenses paid or incurred during the taxable year in carrying on any trade or b...
Foreign Partners Taxed On Disposition Of U.S. Partnership Interests
December 21, 2018 - Bulletin Print Report
The Tax Cuts and Jobs Act, ("TCJA"), added Sec. 864(c)(8) to the Internal Revenue Code. That section effectively overturns the taxpayer-friendly decision handed down...
Express Scripts And Cigna Engage In A "Double Dummy" Transaction
December 21, 2018 - Bulletin Print Report
Cigna Corporation, ("CC"), has finally completed its businesscombination with Express Scripts Holding Co., ("ESH"), effective December 20, 2018. The t...
"Dormant" License Used In The Regular Course Of Business
December 21, 2018 - Bulletin Print Report
Y and Y's wholly-owned subsidiaries are telecommunications companies headquartered outside of the State of Michigan that provide "landline and wireless services."...
Personal Service Contracts and PHCs
December 21, 2018 - Volume 12 Issue 245 Print Report
M is engaged in the business of music recording. M has issued and outstanding 1,020 shares of common stock and each of M's six individual shareholders own 170 sha...
Withholding Tax Should Not Be Imposed On The "New Fox" Distribution
December 20, 2018 - Bulletin Print Report
The Fox/Disney transaction features a substantial distribution, by Fox, to its shareholders with respect to its stock. The question has arisen whether, with respect to foreign...
Use Of Private Vehicles Permitted By P.L. 86-272
December 20, 2018 - Bulletin Print Report
Is delivery of tangible personal property via private vehicles, instead of a common carrier, considered a protected activity under P.L. 86-272? The answer is yes. P.L. 86-272 s...
Extracted Asset Not Part of the Consideration Received For Stock
December 20, 2018 - Volume 12 Issue 244 Print Report
For many years prior to December 20, 1955, petitioner (P) owned and controlled all of the 8,243 outstanding shares of stock of W-M....
The Willens Deal Survey December 2018
December 19, 2018 - The Deal Survey: December 2018 Print Report
Welcome to our summary of deals for December 2018. 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....
"MFP" Payments Are To Be Included In Gross Income
December 19, 2018 - Bulletin Print Report
The United States Department of Agriculture, ("USDA"), "Trade Aid Package" is a temporary assistance program designed to assist farmers who experience a fin...
"Sale-For-Resale" Exception Not Met
December 19, 2018 - Bulletin Print Report
P is a single-member limited liability company. P's sole member is M. The president of M is S. In December 2011, P purchased an aircraft from an Indiana-based vendor for $1...
Futures Contracts Generate RIC Qualifying Income
December 19, 2018 - Volume 12 Issue 243 Print Report
Fund, (F), intends to file an election to be taxed as a regulated investment company (RIC). F's objective is to achieve broad equity exposure while reducing risk...
DISC Commission Payments Are Not Constructive Dividends
December 18, 2018 - Bulletin Print Report
The tax code allows companies to avoid corporate tax on export income up to four percent of gross export receipts, by paying that amount as tax-deductible commissions to a DISC...
Gifts Deemed Made In Contemplation Of Death
December 18, 2018 - Bulletin Print Report
In 2001, C executed a last will and testament. In 2012, $5.1 million was transferred by her. A federal gift tax return was prepared for 2012. Almost all of the $5.1 million was...
Son's Purchase Does Not Cause Acquisition Of Prohibited Interest
December 18, 2018 - Volume 12 Issue 242 Print Report
A and his son, B, each owned 50 percent of the stock of a corporation since the date of its incorporation. The corporation re...
"RBIGs" Can Arise Even When The Asset Is Not Disposed Of
December 17, 2018 - Volume 12 Issue 241 Print Report
Sec. 382 of the Internal Revenue Code provides that, after an "ownership change," the amount of a loss corporation's taxable income for any post-change year that...
CVS Health Corp. Completes Its Acquisition Of Aetna, Inc.
December 17, 2018 - Bulletin Print Report
On November 28, 2018, CVS Health Corporation, ("CVS"), completed its historic acquisition of Aetna, Inc., ("AET"). The transaction was structured as a "...
The "Individual Mandate" Is Ruled To Be Unconstitutional
December 17, 2018 - Bulletin Print Report
The Affordable Care Act, ("ACA"), was signed intolaw by President Obamaon March 23, 2010. The ACA established a requirement to maintain "minimum esse...
Are AABA And BABA Substantially Identical?
December 14, 2018 - Bulletin Print Report
Investors who purchased shares in Alibaba Group Holding, Ltd., ("BABA"), within the last six months or so will probably have sustaineda "paper" loss w...
Taxable "Employment Service" Not Provided
December 14, 2018 - Bulletin Print Report
In a 2003 contract, S agreed to "furnish, manage and supervise" supplemental staffing to KK's parent company, a division of M. In October 2009, M and S entered in...
"Covered Transactions"
December 14, 2018 - Volume 12 Issue 240 Print Report
On Date 5, the following steps were taken to effectuate the merger transaction (the "Transaction"): (1) C1 formed P, and P formed Sub 1 and Sub 2; (2) Sub 1...
Debtor's "Managed" I.R.A. Exempt From Creditors' Claims
December 13, 2018 - Bulletin Print Report
P was employed by Charles River Associates, ("CRA"), from July 22, 2015 to May 15, 2016. Upon termination of P's employment, CRA made a demand that P return a sum...
Dell Shareholders Overwhelmingly Approve The "Class V Transaction"
December 13, 2018 - Bulletin Print Report
Dell Technologies, Inc., ("DTI"), has several classes of stock outstanding. It has 409.5 million Class A common shares outstanding; 136.9 million Class B common share...
Rents and Royalties Not Passive Investment Income
December 13, 2018 - Volume 12 Issue 239 Print Report
Company, (C), elected to be an 'S' corporation, effective on Date "B." C has C corporation earnings and profits. C owns and operates radio stations...
Out-Of-State Delivery Does Not Avoid Imposition Of Sales Tax
December 12, 2018 - Bulletin Print Report
R is an Indiana corporation that owns and operates an RV dealership. Many of its sales happen online. In typical online sales, once the parties agree on a price, R sent a purch...
Prohibited Transaction Ends IRA Deferral
December 12, 2018 - Volume 12 Issue 238 Print Report
In 2001, F identified AFS as an "attractive business opportunity." F and P engaged B to assist in structuring the purchase of AFS's assets. B presented...
Sec. 338(h)(10) Election Leads To Partial Liquidation
December 11, 2018 - Volume 12 Issue 237 Print Report
S is a closely-held corporation that has a single class of stock outstanding. S has directly engaged in a variety of businesses, and before 1996, Business C and Busin...
TVTY To Acquire NTRI
December 11, 2018 - Bulletin Print Report
Tivity Health, Inc., ("TVTY"), and Nutrisystem, Inc., ("NTRI"), announced that they have entered into a definitive agreement under which TVTY"wil...
Five-Factor Allocation Formula Cannot Be Justified
December 11, 2018 - Bulletin Print Report
Plaintiff, ("P"), is a financial services company headquartered in Mt. Laurel, New Jersey. It is a wholly-owned subsidiary of Canon U.S.A., Inc., ("CUSA"),...
Altria Group, Inc. To Invest In Cronos Group, Inc.
December 10, 2018 - Bulletin Print Report
Altria Group, Inc., ("AGI"), announced recently that it has entered into an agreement to acquire newly-issued shares in Cronos Group, Inc., ("CGI"), &...
Louisiana's Tax Credit System Is Unconstitutional
December 10, 2018 - Bulletin Print Report
TPs own an interest in several LLCsand 'S' corporations, (the "Pass-Through Entities"), that transact business in Texas, Arkansas, and Louisiana. TPs pa...
Electronic Version Of A Book Not QPP
December 10, 2018 - Volume 12 Issue 236 Print Report
TP is a publisher of books. TP's activities with respect to its books allow TP to create an electronic version of a book....
ESL Is Proposing A 'G' Reorganization For Sears
December 7, 2018 - Bulletin Print Report
Funds affiliated with ESL Investments, ("ESL"), not surprisingly, have made an "Indicative Bid" to extricate Sears Holdings Corporation, ("Sears")...
Adjustment of Option Terms Not a "Modification"
December 7, 2018 - Volume 12 Issue 235 Print Report
Corporation, (C), owns approximately "X%" of the common limited partnership units of PS and also owns preferred units of PS. C elected to be taxed as a REIT...
Pell Grants Are "Nontaxable Scholarships"
December 6, 2018 - Bulletin Print Report
In 2014, Charles and Anita Waters, ("W"), applied for, and eventually received, a property tax refund which was predicatedentirely upon the "household inco...
Notice of Deficiency Valid But Motion To Dismiss Granted
December 6, 2018 - Volume 12 Issue 234 Print Report
Petitioner, (P), was incorporated in California on April 2, 1986. The California Franchise Tax Board suspended the powers, rights, and privileges of P on March 1, 200...
Tribune Media Co. To Be Acquired By Nexstar Media Group, Inc.
December 5, 2018 - Bulletin Print Report
It appears that Tribune Media Company, ("TMC"), has now found a home. On November 30, 2018, TMCentered into an Agreement and Plan of Merger in connection with w...
Working Capital Can Be Distributed In Partial Liquidation
December 5, 2018 - Volume 12 Issue 233 Print Report
M corporation, (M), was actively engaged in conducting a wholesale appliance distributorship and an outlet for the retail sale of appliances for more than 30 years.
Charge Based On Energy Cost Savings Is "Qualifying" Rent
December 4, 2018 - Bulletin Print Report
TP has elected to be taxed as a real estate investment trust, ("REIT"), under Secs. 856 through 859.TP's activities primarily occur through Operating Partne...
Statute Of Limitations Withstands Constitutional Challenge
December 4, 2018 - Bulletin Print Report
MK worked for Entergyin New York, and he received stock options as part of his compensation. The Ks were relocated to Mississippi, ("M"), in May 2007. The Ks ti...
TESARO Will Have Undergone Multiple Ownership Changes
December 4, 2018 - Bulletin Print Report
GlaxoSmithKline, plc, ("GSK"), and TESARO, Inc., ("T"), have entered into a definitive agreement pursuant to which GSK(through a lower-tier subsidiary...
Divorced Father Not Entitled To Dependency Exemption Deductions
December 4, 2018 - Volume 12 Issue 232 Print Report
S was married to JP, and they had three minor children, M, W, and L. They divorced in 2003. The family court's "Judgment of Absolute Divorce" provided t...
U.S.'s Largest Marijuana Dispensary Denied Tax Deductions
December 3, 2018 - Bulletin Print Report
Under federal law, marijuana, ("M"), is a "Schedule I controlled substance." This means that, under federal law, the manufacture, distribution, dispensation...
CPLP Will Engage In The Partnership Version Of An "RMT" Transaction
December 3, 2018 - Bulletin Print Report
Capital Product Partners, L.P., (CPLP), and DSS Holdings L.P., ("DSS"), a privately held company...have entered into a definitive transaction agreement pursuant to wh...
No Need To Waive Family Attribution
December 3, 2018 - Volume 12 Issue 231 Print Report
X corporation, (X), has outstanding one class of stock consisting of 100 shares of votingcommon stock. Mr. A owned 30 shares and held positions as president and...
Pan American Silver's Plan Of Arrangement Will Be A Reorganization
November 30, 2018 - Bulletin Print Report
As previously reported, Pan American Silver Corporation, ("P"), and Tahoe Resources, Inc., ("T"), both Canadian corporations, have entered into a definitive...
Deemed Paid Foreign Tax Credits On Dividends From Lower-Tier Subs
November 30, 2018 - Volume 12 Issue 230 Print Report
A domestic corporation, P, owns all of the outstanding voting stock of foreign corporation, S1, which, in turn, owns 50 percent of the outstanding voting stock of for...
Retroactive Application Of Tax Law Amendments Was Constitutional
November 29, 2018 - Bulletin Print Report
Petitioner is a power producer that owns and operates power plants. Petitioner is the sole owner and sole member of OHP, LLC, the entity that owns and operates "the Plant....
Trust Found To Materially Participate In Loss Business
November 29, 2018 - Volume 12 Issue 229 Print Report
CT is a testamentary trust established in 1986 under the Last Will and Testament of MKC. F has been the trustee of CT since 1984. The Carter Ranch ("ranch")...
I.R.S. Unveils "Interest Disallowance" Regulations
November 28, 2018 - Bulletin Print Report
One of the signature elements of the Tax Cuts and Jobs Act was the replacement of relatively mild "earnings stripping" rules with a provision that would be much more...
Transfer of Warrants Not Governed By Sec. 83
November 28, 2018 - Volume 12 Issue 228 Print Report
MK is an investment banker and an 87 percent shareholder of ST. KP is a partnership. MK is the sole general partner with a one percent interest. The remaining interes...
UTX Will Separate Its Businesses Via Tax-Free Spin-Offs
November 27, 2018 - Bulletin Print Report
United Technologies Corporation, ("UTX"), announced the completion of the acquisition of Rockwell Collins, Inc., (COL), and, perhapsmore importantly, the compan...
Amusement Device Is An Inherently Permanent Structure
November 27, 2018 - Volume 12 Issue 227 Print Report
BI isa South Carolina corporation with its principal place of business in Virginia. BI is an 'S' corporation. I...
Massachusetts Follows Rev. Rul. 99-5
November 27, 2018 - Bulletin Print Report
In 2006, the appellant and a partner, ("P2"), utilized a lower-tier, disregarded entity, ("S"), to purchase a building located in Quincy, Massachusetts. S w...
United Technologies Poised To Complete Rockwell Collins Deal
November 26, 2018 - Bulletin Print Report
It appears that the last regulatory hurdle has now been cleared and the United Technologies/Rockwell Collins transaction will be consummated within the next few business days....
Relocation Benefits Excluded From Taxable Compensation
November 26, 2018 - Bulletin Print Report
Railroads and their employees are not part of the Social Security system and do not participate in the FICA taxes that fund Social Security. Instead, Congress has established a...
Sec. 351 Is Mandatory
November 26, 2018 - Volume 12 Issue 226 Print Report
Appellants, in 1971, were all shareholders in LC. Appellants B and C were also shareholders in W, each owning 44.44 percent of the stock of that corporation. <...
Settlement For "Lost Profits" Included In Nonresident's New York Income
November 23, 2018 - Bulletin Print Report
Petitioner was a member of RLLC, an insurance company that did business in New York. In 1999, he assigned his interest in RLLC to his wife, M. This assignment resulted in litig...
The Cincinnati Reds Are Not Liable For Use Tax On Bobbleheads
November 23, 2018 - Bulletin Print Report
Major league baseball "has experienced challenges in getting fans to attend games." One enticement is the opportunity to receive unique merchandise--such as bobblehea...
The "All E&P Amount"
November 23, 2018 - Volume 12 Issue 225 Print Report
On Date D, ACQ contributed ACQ stock to S1. T1 and T2 were domestic corporations owned by P. T1 and T2 each transferred substantially all of their assets and liabilit...
Entity Engaged In Mortgage Servicing Is Not A "Financial Corporation"
November 21, 2018 - Bulletin Print Report
The taxpayer, ("TP"), is a specialty financial services company focused on originating, purchasing, selling, and servicing U.S.residential mortgage loans. TP ac...
A "Rebate" Can Lead To a Forfeiture of RIC Status
November 21, 2018 - Volume 12 Issue 224 Print Report
R and S are eachregulated investment companies (RICs). During 1973, R entered into an investment advisory contract agreement with X, an investment adviser, unde...
The Willens Deal Survey November 2018
November 20, 2018 - The Deal Survey: November 2018 Print Report
Welcome to our summary of deals for November 2018. Full reports on some of these transactions can be found via the link in the description, or by searching the company...
Donation of Sec. 1250 Property
November 20, 2018 - Volume 12 Issue 223 Print Report
TP is a State 1 corporation. TP owns certain improved real property (the "B Property"). The B Property contains certain depreciable real property that is &q...
Kerosene Used In "Commercial Aviation" Is Taxed At Lower Rates
November 20, 2018 - Bulletin Print Report
The issue is whether kerosene used in a flight subject to tax under Sec. 4261 or Sec. 4271, ("air transportation taxes"), is taxed at the commercial or noncommercial...
Indiana "URT" Not Deductible In Massachusetts
November 20, 2018 - Bulletin Print Report
Appellant conducted a natural gas distribution operation in Massachusetts and was subject to the Massachusetts corporate excise. Two of the affiliates included in the appellant...
Colfax To Benefit From DJO Global's NOLs
November 20, 2018 - Bulletin Print Report
Colfax Corporation, ("CFX"), announced that it has entered into a definitive agreement to acquire DJO Global, Inc., ("DJO"), "from private equity funds...
I.R.S. Concessions Should Reduce Borrowing Costs
November 19, 2018 - Bulletin Print Report
A U.S. shareholder of a controlled foreign corporation, ("CFC"), is required to include in its gross income "the amount determined under Sec. 956" with resp...
PAAS To Issue CVRs To The TAHO Shareholders
November 19, 2018 - Bulletin Print Report
One of the more interesting deals we have encountered will involve two Canadian mining corporations who are seeking to join forces. Thus, Pan American Silver Corporation, (&quo...
AAPL's Sales Tax Deficiency Is Upheld
November 19, 2018 - Bulletin Print Report
In 2011, the MAC App Store, ("MAS"), was launched. In order to raise awareness of the MAS, Apple, Inc., ("P"), offered a Back to School, ("BTS"),...
Purchase of "Primary" Shares Does Not Spoil a 'B' Reorganization
November 19, 2018 - Volume 12 Issue 222 Print Report
X Corporation, (X), acquired all of the outstanding stock of unrelatedY Corporation, (Y), from the shareholders of Y, in exchange for voting stock of X. X was i...
Gift Of Option Not a "Disposition" Thereof
November 16, 2018 - Volume 12 Issue 221 Print Report
TP is employed by X Corporation, (X). In 1992, X adopted a stock ownership incentive plan (the "Plan"). Under the Plan, the compensation committee of the Bo...
Sec. 304 Will Rarely Turn A Capital Gain Into A Dividend
November 16, 2018 - Bulletin Print Report
Certain recent deals, including the landmark Disney/Fox transaction and the Takeda/Shire transaction, have been structured as acquisitions by the acquiring corporation of the s...
Dell Sweetens Its Offer For Its Class V Stock
November 16, 2018 - Bulletin Print Report
Some of the most prominent and successful investors in the country have exerted pressure on Dell Technologies, Inc., ("DTI") to sweeten the terms of its so-called &qu...
IPO And Mergers Produce "Global" Sec. 351 Transaction
November 15, 2018 - Volume 12 Issue 220 Print Report
ACQ was formed in Year 1 as a State A corporation. Its goal was to become "a leading consolidator and operator of Business 1 and Business 2." &nbs...
Taxpayer Did Not Conclusively Abandon His Virginia Domicile
November 15, 2018 - Bulletin Print Report
In the state of Virginia, as in most states, two classes of "residents" exist--a "domiciliary" resident and an "actual" (or statutory) resident, a...
Is Altaba Planning To Completely Liquidate?
November 15, 2018 - Bulletin Print Report
It is now, based on our informal survey, generally believed that Altaba, Inc., ("AABA"), is headed towards a complete liquidation; and that the possibility of engagin...
G.E. To Sell Down Its BHGE Stake
November 14, 2018 - Bulletin Print Report
Baker Hughes, a GE company, ("BHGE") announced that General Electric Company, ("GE"), BHGE's principal shareholder, has commenced a secondary offering o...
Permanent and Total Disability
November 14, 2018 - Volume 12 Issue 219 Print Report
Under certain circumstances, Virginia Code Sec. 58.1-322(C)(4)(b) provides an individual income tax subtraction for up to $20,000 of "disability income" as...
Deemed Repatriation Under Sec. 965 Excluded From Sales Factor
November 14, 2018 - Bulletin Print Report
The question presented is "can sales factor representation" be given to accumulated post-1986 deferred foreign income of foreign corporations included in federal taxa...
State Taxes Are Deductible In Kentucky (For Corporate Taxpayers)
November 14, 2018 - Bulletin Print Report
The Kentucky Department of Revenue has issued a "technical advice memorandum" regarding the deductibility of "state" taxes. For the most part, with some not...
Sec. 351 Is Not Elective
November 13, 2018 - Volume 12 Issue 218 Print Report
G is an individual who for many yearshad been engaged in the typesetting and composition business. In April, 1950, several ofG's employees organized C...
Right To Receive "Brownfield" Credits Is A "Receivable"
November 13, 2018 - Bulletin Print Report
The taxpayer, ("TP"), will elect to be taxed as a real estate investment trust, ("REIT"). TP is the sole member of Subsidiary, a disregarded entity. Charity...
Sales Of "Standardized" Software Are Subject To Sales Tax
November 13, 2018 - Bulletin Print Report
Citrix Systems, Inc., ("C"), is a publicly traded Delaware corporation that did business in Massachusetts, ("M"), during the periods at issue. The tax at is...
Takeda's Taxable Acquisition Of Shire
November 12, 2018 - Bulletin Print Report
Takeda has published the "scheme document" in connection with its acquisition of Shire. The acquisition is to be implemented by way of a Court-sanctioned "scheme...
A Parent And Its FSC Are Not "The Same Taxpayer"
November 12, 2018 - Bulletin Print Report
Interest accrues at a higher rate on corporate taxpayers' underpayments than on their overpayments. In 1996, Congress enacted Sec. 6621(d)--"To the extent that, for an...
When Does a Redemption Occur?
November 12, 2018 - Volume 12 Issue 217 Print Report
B owned 37.5 of 50 outstanding shares of stock in A. Sometime during 1966, B representatives and the other A shareholder reached an agreement by which B would surrend...
WGP To "Roll Up" WES
November 12, 2018 - Bulletin Print Report
Western Gas Partners, L.P., ("WES"), and Western Gas Equity Partners, L.P., ("WGP"), announced that they have entered into a merger agreement pursuant to wh...
Disregarded Entity Found To Be A Member Of An Affiliated Group
November 9, 2018 - Bulletin Print Report
The taxpayer provided administrative services to insurersof extended service contracts. The taxpayer was a limited liability company, ("LLC"), and a "disre...
Metal Contracts Not Investment Capital
November 9, 2018 - Volume 12 Issue 216 Print Report
A was in the business of providing financial advisory services, including a newsletter, to its clients. A frequently invested for its own account in various securitie...
ZAYO To Engage In A "Taxable" Spin-Off
November 8, 2018 - Bulletin Print Report
ZayoGroup Holdings, Inc., ("ZAYO"), announced that it plans "to separate into two publicly traded corporations: one to focus on providing core communicatio...
Country Music Venue Not Operated For Profit
November 8, 2018 - Bulletin Print Report
JF, together with her husband, bought a music venue called Bell Cove, ("BC"), in 1986. They operated BC until JF's husband died in 1999. JF re-opened BC in 2008....
ESOP Fails To Meet Minimum Coverage Requirement
November 8, 2018 - Volume 12 Issue 215 Print Report
AZ was a surgeon and was the sole owner of GG. Aside from AZ, GG employed five other people. In late 1998, AZ acquired 100 percent of the stock of PSS, a new 'S' corpor...
LL.M. Expenses Not Deductible
November 7, 2018 - Bulletin Print Report
Petitioner, ("P"), earned his law degree from CU, in Spain, in September 2006. That same month he began working as a full-time associate at the Madrid office of PwC....
Taxpayer Not Bound By Form
November 7, 2018 - Volume 12 Issue 214 Print Report
Petitioner, (P), and his brother, W, each owned 50 percent of the outstanding stock in RBB and RIC (the "corporations"). &...
Income From Covered Call Options Is Business Income
November 6, 2018 - Volume 12 Issue 213 Print Report
Petitioner, an investment company, computed its New York State franchise tax report for the fiscal year ending February 28, 1981 on the basis of its allocated busines...
Qui Tam Action Founders On "Tax Bar"
November 6, 2018 - Bulletin Print Report
Appellant initiated a qui tam action under the Minnesota False Claims Act, ("MFCA"), alleging that respondents have intentionally failed to pay fee...
Yoga Classes Constitute "Physical Fitness Services"
November 6, 2018 - Bulletin Print Report
Taxpayer, ("TP"), runs three exercise gyms in downtown Seattle, Washington. TP reports all of its income from its "Fitness Classes" under the "service...
Encana's Stock Will Be Taxable To Newfield's Shareholders
November 5, 2018 - Bulletin Print Report
Encana Corporation, ("ECA"), a Canadian corporation, and NewfieldExploration Company, ("NFX"), announced that they have entered into a definitive agre...
Sales Pursuant To Liquidation Plan Not "Prohibited Transactions"
November 5, 2018 - Bulletin Print Report
The taxpayer, ("TP"), is a real estate investment trust, ("REIT"). JV holds "a%" of the stock of TP. TP owns PortfolioA. PortfolioA co...
When Does A Trust "Materially Participate"
November 5, 2018 - Volume 12 Issue 212 Print Report
Trust A and Trust B are complex trusts that were each created on Date 1. Each owned an interest in X, an 'S' corporation. A owns the remaining interests in X....
GameStop's Trade-Ins Not Excluded From Sales Tax
November 2, 2018 - Bulletin Print Report
GameStop Corporation, ("GS"), is a retailer of new and used video game software, hardware, and accessories.... GS offers its customers a trade-in program in which a c...
The Mixture Credit Is Not A "Payment" Of Excise Tax
November 2, 2018 - Bulletin Print Report
Since 1932, the United States has imposed an excise tax on various types of fuel, including gasoline. Under Sec. 4081 of the Code, the United States imposes an excise tax on th...
Accounting For Franchise Termination Payments
November 2, 2018 - Volume 12 Issue 211 Print Report
TP is a U.S. corporation and a subsidiary of P. On Date 2, TP entered into a franchise agreement with PR, the predecessor in interest to F, whereby PR acquired exclus...
BHP Billiton's Historic Distribution
November 1, 2018 - Bulletin Print Report
BHP Billiton Limited, ("BHP"), recently disposed of its "Onshore US assets" in a transaction in which it realized net proceeds of approximately $10.4 billio...
I.R.S. Will Allow "Deemed" Dividends To Enjoy A DRD
November 1, 2018 - Bulletin Print Report
Before the Revenue Act of 1962, "U.S. shareholders" of controlled foreign corporations, ("CFCs"), were sitting pretty. They were not subject to U.S. tax on...
Debt of Corporation "To The Shareholder"
November 1, 2018 - Volume 12 Issue 210 Print Report
ER is an electing "small business corporation" under Subchapter S of the Internal Revenue Code. TP owns 2/3 of the stock of ERfor which he paid $20,00...
Offer In Compromise Requires Forfeiture Of Loss Carryovers
November 1, 2018 - Bulletin Print Report
Petitioner, ("P"),and his wife submitted an "Offer in Compromise," ("OIC"), to the New York State Department of Taxation and Finance, (the &...
Intellectual Property Is Not Tangible Personal Property
October 31, 2018 - Bulletin Print Report
Sec. 7202 of the Pennsylvania Tax Reform Code of 1971, (the "Code"), provides--(a) There is hereby imposed upon each separate sale at retail of tangible personal prop...
CHK Will Acquire WRD
October 31, 2018 - Bulletin Print Report
Chesapeake Energy Corporation, ("CHK"), and WildHorse Resource Development Corporation, ("WRD"), announced that CHK"has entered into a definitive...
Fantasy Sports Contests Ruled Unconstitutional In New York
October 31, 2018 - Bulletin Print Report
A group of plaintiffs, "who have gambling disorders," brought an action in New York State's Supreme Court requesting that Chapter 237 of the Laws of 2016 of the S...
Sec. 1031 "Identification Letter" Not Timely Delivered
October 31, 2018 - Volume 12 Issue 209 Print Report
After selling certain property in 2003, the Ss purchased additional properties, including the MRP. The Ss claimedthat the transactions were part of a tax deferred exchang...
Taxation Of Benefits Flowing From A "Split-Dollar" Arrangement
October 30, 2018 - Bulletin Print Report
Petitioners, the Ms, were the sole shareholders of MI, an 'S' corporation. JM was also an employee of MI. In 2002, MI adopted the "Sterling Benefit Plan." Pur...
I.B.M./Red Hat--Accounting For Deferred Revenue
October 30, 2018 - Bulletin Print Report
International Business Machines Corporation, ("IBM"), and Red Hat, Inc., ("RHI"), have, as everyone is now aware, entered into a definitive agreement pursua...
Bank Denied An NOL Deduction
October 30, 2018 - Bulletin Print Report
In 2010, NBSC merged with CBT and was renamed SB, ("P"). CBT reported net operating losses ("NOLs") for 2009; NBSCreported NOLs for 2009 and 2010; and...
An "In-House" Qualified Stock Purchase
October 30, 2018 - Volume 12 Issue 208 Print Report
P is the common parent of a consolidated group that conducts a number of businesses, including Business A. S1 is a domestic corporation, 99 percent of the stock of wh...
Office Not A "Permanent Place Of Abode"
October 29, 2018 - Bulletin Print Report
Petitioner, ("P"), and his wife are domiciled in Washington D.C. P is an executive with a New York-based investment management firm that maintains offices on Long Isl...
Incidental Revenue Included In The "TPT" Tax Base
October 29, 2018 - Bulletin Print Report
RTSwas engaged in the business of renting traffic control equipment for use at construction sites and other locations. At times, RTSalso provided traffic control pe...
Some Call Options (Received in a Reorganization) Constitute "Boot"
October 29, 2018 - Volume 12 Issue 207 Print Report
M Corporation, (M), owned seven percent of the outstanding commonstock of Y Corporation, (Y). All of M's preferred stock, which was non-convertible (into co...
More "CVRs"
October 26, 2018 - Bulletin Print Report
Another deal in the healthcare space is using "contingent value rights," ("CVRs"), to provide the selling shareholderswith additional consideration, b...
Invesco Will Acquire Oppenheimer From MMLIC
October 26, 2018 - Bulletin Print Report
Invesco, Ltd., ("IVZ"), has announced an agreement to acquire, from Massachusetts Mutual Life Insurance Company, ("MMLIC"), Oppenheimer Acquisition Corporat...
Abandoning a Partnership Interest--Is the Loss Capital or Ordinary?
October 26, 2018 - Volume 12 Issue 206 Print Report
PRS is a general partnership in which A, B, and C were equal partners. During 1993, PRS became insolvent, and C abandoned C's partnership interest. At the time C...
Corporation Not Disregarded
October 25, 2018 - Volume 12 Issue 205 Print Report
Petitioner, (P), was organized by UT in 1928 to be used as a "security device" in connection with certain Florida realty owned by him. UT conveyed the prope...
The Willens Deal Survey October 2018
October 24, 2018 - The Deal Survey: October 2018 Print Report
Welcome to our summary of deals for October 2018. Full reports on some of these transactions can be found via the link in the description, or by searching the company n...
Periodic Visits By Employees Does Not Constitute 'Doing Business'
October 24, 2018 - Volume 12 Issue 204 Print Report
Petitioner X, (PX), is a corporation with its headquarters and principal place of business in Y. PX sells women's apparel, accessories, and footwear to customers...
ENLK Will "Roll-Up" Into ENLC
October 24, 2018 - Bulletin Print Report
The demise of MLPs, brought on by the reduction in the corporate tax rateand certain regulatory actions, continues apace. The latest MLP to be "rolled-up" into...
D.C. Taxes Due On Transfer Of Realty From Individual To LLC
October 24, 2018 - Bulletin Print Report
Appellant purchased real property in 2002 for $505,000 and recorded the deed in the name of...his sole proprietorship. Ten years later, in order to refinance a mortgage on the...
Grant Of An Option Found To Be A Gift
October 23, 2018 - Volume 12 Issue 203 Print Report
On January 2, 1978, A transferred to B, his son, an option to purchase real property located in State X and owned by A. B paid A $10 upon receipt of the option....
"Sale" Of "Carryout" Bags Not Subject To New York Sales Tax
October 23, 2018 - Bulletin Print Report
The Suffolk County (N.Y.) Legislature recentlyenacted Local Law No. 27-2016.... This Local Law took effect on January 1, 2018. The Local Law was passed to "encourage...
Personal Exemption Deductions And Sec. 36B
October 23, 2018 - Bulletin Print Report
Sec. 11041 of the Tax Cuts and Jobs Act, ("TCJA"), added Sec. 151(d)(5) to the Internal Revenue Code. Sec. 151(d)(5) reduces the amount of the personal exemption dedu...
No Deduction Under Sec. 166 For Debts Owed By "Political Parties"
October 23, 2018 - Bulletin Print Report
An organization files a Return of Organization Exempt From Income Taxation, (Form 990), for each of the taxable years Year 1, Year 2, and Year 3 as an organization described in...
DWDP Provides Information On Spin-Offs
October 22, 2018 - Bulletin Print Report
DowDuPont, (DWDP), is making progress on its promise to separate itself into three publicly traded corporations, each conducting a separate and distinctelement of DWDP...
Drug Wholesaler Not Entitled To Preferential Tax Rate
October 22, 2018 - Bulletin Print Report
AventisPharmaceutic, Inc., a Delaware corporation, transferred all of its business activities and employees to Sanofi-AventisUS LLC, ("Sanofi), a Delaware limi...
Capital Gains Invested In "Opportunity Funds" Can Be Deferred
October 22, 2018 - Bulletin Print Report
One of the more intriguing provisions of the Tax Cuts and Jobs Act, ("TCJA"), is the one that permits certain taxpayers to avoid reporting gains from the sale or exch...
Purchase of Assets Not a "De facto Merger"
October 22, 2018 - Volume 12 Issue 202 Print Report
Between 1999 and 2001, CL incurred a debt to CP of approximately $240,000 for services rendered by CP to CL. On February 7, 2001, A entered into an agreement with CL...
Corporation Denied Investment Tax Credits
October 19, 2018 - Bulletin Print Report
Taxpayer is a corporation and is an owner/member of a limited liability company, ("LLC"). The LLC has installed battery storage cells for storage of electricity. Taxp...
Club's Losses Cannot Offset Its Investment Income
October 19, 2018 - Bulletin Print Report
L is a private country club in Ohio operating as a Sec. 501(c)(7) tax-exempt organization. L derives income from several sources: membership dues and membe...
Repayment of Disallowed T&E Is Deductible
October 19, 2018 - Volume 12 Issue 201