Attorney-at-Law

SUBSTANCE MATTERS – PART DEUX

In Uncategorized on 06/13/2016 at 17:24

It sure does, and welcoming me back from the Big Five-O on The Hill Far Above is Norma L. Slone, Transfereee, et al., 2016 T. C. Memo. 115, filed 6/13/16. Y’all will recall Norma and the et als knocked it out of the park, as Judge Haines found the Slones hadn’t collaborated with the Mid-Coast nasties to grab the loot from Dad’s broadcast empire and rob poor ol’ IRS.

If you don’t so recall, check out my blogpost “Substance Matters,” 3/1/12.

IRS, not so easily daunted, ran to the Ninth Circuit, which bounced the Slone Rangers (sorry, guys, the devil made me do it) back to Tax Court for failure to double-stop their opinion. First, were the Sloners  “transferees” per Section 6901? Second, under State law (here AZ), were they liable for the transferor’s unpaid debts (namely the income taxes from the built-in gain on the sale of the C Corp assets)?

For more about Ninth Circuit’s diss of Judge Haines, see my blogpost “Spring Cleaning,” 5/11/16.

Well, Judge Haines was no wise loath to jump into the fray, and the Slone Squad wins again.

First, the Slones sold their C Corp stock to a third party for cash. And nothing in the record suggests that the Slones knew the sale was a put-up job. Their experts did proper due diligence. The third party thereafter looted the Slone C Corp, and shuffled off. Once Judge Haines accepted the sale transaction as a real sale, that puts paid to the notion that the Slones got anything from the corporation.

So they’re not ”transferees.”

Then, IRS has only AZ law. But AZ hasn’t ruled definitively. So Judge Haines finds IL has, and here comes Alterman. See my blogpost “It’s Not Fraud,” 12/1/15.

So Judge Haines trudges exhaustively (and exhaustingly) through the AZ UFTA, and, because the Slonies never touched the corporation’s assets, nor did they connive with the Mid-Coasters, nor did they even turn a blind eye toward the post-closing skullduggery, the Family Slone comes out clean.

Are we going back to Ninth Circuit? Stay tuned.

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