Gallagher v. Commissioner
United States Tax Court
Distributions upon redemption of all corporate stock pursuant to a plan under which corporate operating assets were sold to newly incorporated company, 72 2/3 percent owned by old company shareholders, followed by liquidation of old company, the plan accomplishing elimination of some old company shareholders and ownership, in part, of continuing business by some new shareholders, held properly treated as capital transaction under section 331(a)(2), I.R.C. 1954, and not to…
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Distributions upon redemption of all corporate stock pursuant to a plan under which corporate operating assets were sold to newly incorporated company, 72 2/3 percent owned by old company shareholders, followed by liquidation of old company, the plan accomplishing elimination of some old company shareholders and ownership, in part, of continuing business by some new shareholders, held properly treated as capital transaction under section 331(a)(2), I.R.C. 1954, and not to result in ordinary income.
1Opinion of the Court
OPINION.
Oppee, Judge:
Respondent’s position consists of two alternative contentions which are so mutually exclusive as to make it desirable to consider them separately. His first argument, as stated in his brief, is “predicated basically on the thesis that the facts show that a complete [or partial] liquidation did not in substance occur.” He therefore insists that the amount received by the individuals consisted of a dividend2 within the purview of section 301 of the 1954 Code. Although he does not specifically refer to section 302, the implication appears to be3 that the redemption, which he…
Also in this document: Concurrence.
2Cases cited34 opinions
- Gregory v. HelveringSupreme Court of the United States · 1935
- Helvering v. CliffordSupreme Court of the United States · 1940
- Knetsch v. United StatesSupreme Court of the United States · 1960
- Weiss v. StearnSupreme Court of the United States · 1924
- Helvering v. Southwest Consolidated Corp.Supreme Court of the United States · 1942
29 more not listed; retrieve them via the Exa API.
3Cited by40 opinions
- James Armour, Inc. v. CommissionerUnited States Tax Court · 1964
- Commissioner of Internal Revenue v. Hyman H. Berghash and Rose Berghash, Commissioner of Internal Revenue v. Delavan-Bailey Drug Co., Inc.Court of Appeals for the Second Circuit · 1966
- Berghash v. CommissionerUnited States Tax Court · 1965
- Estate of Lammerts v. CommissionerUnited States Tax Court · 1970
- Moffatt v. CommissionerUnited States Tax Court · 1964
35 more not listed; retrieve them via the Exa API.