Estate of Leavitt V. Comm

While victorious, the plaintiff’s believed that the district court had erred in their decision not to award punitive damages. The defendants, on the other hand, argued that the court had erred in denying their motion for summary judgment.

2 reliance on disputed advice was unreasonable as to penalties imposed for failure to pay tax liability during period after extended deadline; but

The court found unpersuasive Pope & Talbot 's argument that the plain meaning of IRC Sec. 311(d) mandated that distributions of property to shareholders be valued by

Wise-Holland Corporation, an S corporation, is split evenly between Marianne and Dory, two women with limited business knowledge. Wise Holland’s previous accountant of ten years was fired after Marianne received a notice of deficiency on her 2012 tax return due to $20,000 of disallowed flow through loss from Lucky Partnership, a small partnership deemed to have no profit motive; interest and a 20% penalty for substantial underpayment was also required, all of which Marianne paid immediately. She also signed a waiver extending her 2012 individual return statute of limitations three more years.

Analyze Luxford & Anor v Sidhu & 3 others [2007] NSWSC 1356 (3 December 2007) as follows:

Since the business does not have enough funds to continue paying its long-term financial obligations, as repayment of debt Angela has decided to exchange Wheeler’s accounts receivable for an $80,000 corporate note payable by the corporation. The remaining assets will be distributed to Angela and she will assume personal liability for the other accounts payable. Furthermore, Wheeler will distribute the real property to Angela, who will assume personal liability for the

* Under ASC 805-740, a change in an acquirer’s valuation allowance for a deferred tax asset that results from a change in the acquirer’s circumstances caused by a business combination…

The case of H.K. Porter Co., Inc. 87 T.C. 689 (1986) also had a subsidiary liquidate assets and the distribute failed to cover the preferred stock’s liquidation preference. On its 1978 and 1979 Federal income tax returns, petitioner claimed losses with respect to its Porter Australia stock. In his notice of deficiency, respondent disallowed said losses because "under I.R.C. Sec. 332, no gain or loss is recognized on the receipt of property distributed in complete liquidation of a subsidiary corporation." The court ruled in favor of H.K. Porter. “Finally, because we have held that section 332 does not bar the recognition of petitioner's losses, we hold that, based on the record, petitioner is entitled to an ordinary loss of $249,981 in 1978 with respect to the worthlessness of its common stock and a long-term capital loss of $1,957,770 in 1979 with respect to its preferred stock. See sec. 165(a) and (g).”

For the reasons set forth below, I submit that we could plausibly argue that a condition precedent to Proterra’s duty to pay has not been satisfied, the interest provision of the contract is an improper liquidated damages clause, and the interest provision of the contract is unconscionable.

Alongside similar facts, the courts faced a common key question in analyzing the objective prong in the STARS cases: whether the relevant transaction created a reasonable opportunity for profit exclusive of the tax benefits claimed.

Mr. Alleman argued that Mr. Kitson failed to retain business records for Kitson Enterprises, a corporation of which Mr. Kitson was the sole shareholder and §727(a)(3) of the Bankruptcy Code prohibits discharge when the debtor has “concealed, destroyed, mutilated, falsified, or failed to keep or preserve” records"from which the debtor's financial condition or business transactions might be ascertained…”.The bankruptcy court found that these records were not material to Mr. Kitson's financial condition because the corporation’s tax returns showed that the business made no profit, the bankruptcy court had determined that Kitson Enterprises had no assets, and Mr. Kitson had earned no money from the corporation. The Court of Appeals, therefore, agreed that the bankruptcy court was correct to conclude that the records were immaterial and discharge was not barred under §727(a)(3).

The argument presented by the Tax Court did not consider factors brought to attention by the Court of Appeals. Most notably, the Tax Court did not consider all forms of compensation to the CEO when determining a formula for comparability. This is problematic as the comparability formula used to determine a reasonable compensation for Mr. Menard to receive and was the basis of the Tax Court’s argument against Mr. Menard.

1. Kennedy, Dissent(even though the K does not require payment against documents, it is necessarily implied by the term CIF, because otherwise the S would give up the goods, while B would still be able to reject them at the port of delivery, or would have to hold the B/L until goods were accepted, in violation of the K. This view was taken upon appeal to H of Lords.

v. Bausch & Lomb Inc., the court was tasked to decide if the post-closing price dispute provision controlled the seller’s objections or if the objections fell under the indemnification arbitration provision. The court reasoned that since the post-closing price dispute provision clearly set forth that the expert accountants shall “determine on the basis of Accounting Principles whether and to what extent, if any, the CNOAS requires adjustment,” the dispute provisions applied to the seller’s objections, which claimed incorrectly recorded values on the CNOAS. The court went on to find that even though the language of the post-closing price dispute provision did not refer to the expert accountant procedure as a valuation or appraisal, the agreement clearly provided for a third party to determine the controversy via a specific procedure which is allowed under N.Y. CPLR §

evidence with regard to the issue. The Supreme Court believed the respondent was denied due