Legal Opinion

Braddock Land Co. v. Commissioner

United States Tax Court

Decided December 3, 1980No. Docket Nos. 3812-77, 3813-77, 3814-77PublishedCited by 11 opinions

After adopting a plan of complete liquidation under sec. 337, I.R.C. 1954, two of the petitioners, both shareholder-employees, purportedly "forgave" accrued salaries, bonuses, and interest owed to them by their corporation. Held, the "forgiveness" is disregarded as it lacks economic reality and is a sham. Held, further: Amounts paid to petitioners during the process of liquidation constitute ordinary income to the extent of the salaries, bonuses, and interest due them.

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After adopting a plan of complete liquidation under sec. 337, I.R.C. 1954, two of the petitioners, both shareholder-employees, purportedly "forgave" accrued salaries, bonuses, and interest owed to them by their corporation. Held, the "forgiveness" is disregarded as it lacks economic reality and is a sham. Held, further: Amounts paid to petitioners during the process of liquidation constitute ordinary income to the extent of the salaries, bonuses, and interest due them. Only the excess received is a distribution in complete liquidation under sec. 331(a).

1Opinion of the Court

Wilbur, Judge:

Respondent has determined the following deficiencies in petitioners’ Federal income taxes:

Taxable Docket No. Petitioneds) period Deficiency

3812-77 Braddock Land Co., Inc. 11973 $47,091.66

3813-77 Rothwell J. Lillard and 1973 Anne E. Lillard 13,419.00

3814-77 Loy H. Kelley and Ima A. 1973 Kelley 11,700.00

These consolidated cases present the following issues for our decision:(1) Whether the forgiveness of accrued salaries, bonuses, and interest by Mr. Lillard and Mr. Kelley when the corporation they owned was in the process of a section 337 liquidation should be disregarded as…

2Cases cited24 opinions

  1. Gregory v. HelveringSupreme Court of the United States · 1935
  2. Higgins v. SmithSupreme Court of the United States · 1940
  3. Knetsch v. United StatesSupreme Court of the United States · 1960
  4. United States v. IshamSupreme Court of the United States · 1873
  5. Superior Oil Co. v. Mississippi Ex Rel. KnoxSupreme Court of the United States · 1930

19 more not listed; retrieve them via the Exa API.

3Cited by11 opinions

  1. Rice's Toyota World, Inc. v. CommissionerUnited States Tax Court · 1983
  2. Miller v. CommissionerUnited States Tax Court · 1985
  3. Proctor v. CommissionerUnited States Tax Court · 1981
  4. Batastini v. CommissionerUnited States Tax Court · 1987
  5. Braddock Land Co. v. CommissionerUnited States Tax Court · 1980

6 more not listed; retrieve them via the Exa API.

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