Legal Opinion

Southern Pacific Transp. Co. v. Commissioner

United States Tax Court

Decided March 12, 1985No. Docket No. 7501-72Published

Old SP was the common parent of an affiliated group which filed consolidated Federal income tax returns for the years at issue, calendar years 1962 through 1965. During 1969, but prior to Nov. 26, 1969, new SP and its wholly owned subsidiary, SPTC, were formed.

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Old SP was the common parent of an affiliated group which filed consolidated Federal income tax returns for the years at issue, calendar years 1962 through 1965. During 1969, but prior to Nov. 26, 1969, new SP and its wholly owned subsidiary, SPTC, were formed. On Nov. 26, 1969, a merger occurred in which (1) SPTC acquired all the assets of old SP, (2) the shareholders of old SP became the sole shareholders of new SP, (3) old SP was dissolved, and (4) new SP assumed the name of old SP. Contractually under the merger agreement as well as legally under State law, SPTC as successor in interest…

1Opinion of the Court

Southern Pacific Transportation Company, Petitioner v. Commissioner of Internal Revenue, Respondent

Southern Pacific Transp. Co. v. Commissioner

Docket No. 7501-72

United States Tax Court

84 T.C. 367; 1985 U.S. Tax Ct. LEXIS 108; 84 T.C. No. 27;

March 12, 1985. March 12, 1985, Filed

Transportation's motion to dismiss for lack of jurisdiction and its motion in the alternative to substitute itself as petitioner in its capacity as the surviving corporation in merger with and as successor in interest to Southern Pacific Company, in its own behalf and as agent for those corporations which were members…

2Cases cited10 opinions

  1. Badger Materials, Inc. v. CommissionerUnited States Tax Court · 1963
  2. COMMISSIONER OF INT. REVENUE v. Oswego Falls Corp.Court of Appeals for the Second Circuit · 1934
  3. Oswego Falls Corp. v. CommissionerUnited States Board of Tax Appeals · 1932
  4. Texsun Supply Corp. v. CommissionerUnited States Tax Court · 1951
  5. Turnbull, Inc., Transferee (Formerly J. Gordon Turnbull, Inc.) v. Commissioner of Internal RevenueCourt of Appeals for the Fifth Circuit · 1967

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