Texsun Supply Corp. v. Commissioner
United States Tax Court
Petitioner and Roseland Manufacturing Company merged on October 31, 1944, under the laws of Louisiana with petitioner as the surviving corporation. In the merger agreement petitioner agreed to assume the payment of and pay when due each and every obligation and debt of Roseland, including any and all income tax heretofore or hereafter accruing against Roseland.
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Petitioner and Roseland Manufacturing Company merged on October 31, 1944, under the laws of Louisiana with petitioner as the surviving corporation. In the merger agreement petitioner agreed to assume the payment of and pay when due each and every obligation and debt of Roseland, including any and all income tax heretofore or hereafter accruing against Roseland. The Commissioner assessed against petitioner as transferee of Roseland Manufacturing Company the income, declared value excess-profits, and excess profits taxes asserted to be due from Roseland for the taxable period January 1, 1944,…
1Opinion of the Court
OPINION.
Black, Judge:
The first issue to decide is whether peti tioner is liable as a transferee of Roseland and whether the statute of limitations has barred the assessment and collection of the deficiencies which the Commissioner has determined against Roseland.
With reference to the statute of limitations the principal contention of petitioner is that it is not a transferee of Roseland, but that by reason of its merger with Roseland on October 31, 1944, under the laws of the State of Louisiana it became the primary taxpayer and was not secondarily liable as a transferee. In support of this…
2Cases cited5 opinions
- West Texas Refining & D. Co. v. Commissioner of Int. Rev.Court of Appeals for the Tenth Circuit · 1933
- COMMISSIONER OF INT. REVENUE v. Oswego Falls Corp.Court of Appeals for the Second Circuit · 1934
- Wadley Co. v. CommissionerUnited States Tax Court · 1951
- Helvering v. Wheeling Mold & Foundry Co.Court of Appeals for the Fourth Circuit · 1934
- Lake Erie & Pittsburg Railway Co. v. CommissionerUnited States Tax Court · 1945
3Cited by27 opinions
- BJR Corp. v. CommissionerUnited States Tax Court · 1976
- Huber Homes, Inc. v. CommissionerUnited States Tax Court · 1971
- Simon J. Murphy Company and Social Research Foundation, Inc. v. Commissioner of Internal RevenueCourt of Appeals for the Sixth Circuit · 1956
- Kerry Inv. Co. v. CommissionerUnited States Tax Court · 1972
- Bos Lines, Inc., Transferee v. Commissioner of Internal Revenue, Bos Lines, Inc., Transferee of the Transferee v. Commissioner of Internal RevenueCourt of Appeals for the Eighth Circuit · 1965
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