Legal Opinion

Gegax v. Commissioner

United States Tax Court

Decided November 26, 1979No. Docket Nos. 109-77, 177-77, 515-77, 1093-77, 1436-77, 1903-77PublishedCited by 8 opinions

In a reorganization intending to comply with sec. 368(a)(1)(C), I.R.C. 1954, substantially all the assets of one corporation were transferred to another in exchange for stock. The transferee corporation operated the business of its predecessor under the same name and in essentially the same manner. There was no substantial change in the makeup of employees, and petitioners were employed in the same capacity both before and after the reorganization.

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In a reorganization intending to comply with sec. 368(a)(1)(C), I.R.C. 1954, substantially all the assets of one corporation were transferred to another in exchange for stock. The transferee corporation operated the business of its predecessor under the same name and in essentially the same manner. There was no substantial change in the makeup of employees, and petitioners were employed in the same capacity both before and after the reorganization. Six months later, the predecessor corporation was liquidated, and the assets of its qualified profit-sharing plan, not adopted by the transferee…

1Opinion of the Court

OPINION

Tietjens, Judge:

Respondent determined deficiencies in petitioners’ Federal income tax for 1974 as follows:

Petitioners Deficiency

Steven K. Gegax and Mary F. Gegax . $524.29

Randolph J. Smith2 . 24,342.63

William T. Kelly and Penny J. Kelly . 632.46

Jane Classen Davis . 608.22

James E. Powell . 726.97

Melvin L. Duus and Cecilia Duus . 923.79

The sole issue3 for our determination is whether the distributions petitioners received in November 1974 from the Meisel Employees Profit Sharing Plan (hereinafter plan) were on account of their separation from service, and, therefore, lump-sum…

2Cases cited12 opinions

  1. United States v. Ophelia Johnson and Ophelia R. Johnson, as Under the Last Will and Testament of Clifford L. Johnson, DeceasedCourt of Appeals for the Fifth Circuit · 1964
  2. Miller v. CommissionerUnited States Tax Court · 1954
  3. Glinske v. CommissionerUnited States Tax Court · 1951
  4. United States v. Ben Martin and Rachel T. MartinCourt of Appeals for the Eighth Circuit · 1964
  5. Gittens v. CommissionerUnited States Tax Court · 1968

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

3Cited by8 opinions

  1. Reinhardt v. CommissionerUnited States Tax Court · 1985
  2. Burton v. CommissionerUnited States Tax Court · 1992
  3. Ridenour v. United StatesUnited States Court of Claims · 1983
  4. Burton v. CommissionerUnited States Tax Court · 1992
  5. Devinaspre v. CommissionerUnited States Tax Court · 1985

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

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