Brazoria County Stewart Food Markets, Inc. - Page 20




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          contingent on UPE’s progress.  Regarding the actual contracts,              
          UPE’s attorney wrote the following in a letter to petitioner’s              
          accountant:  “At the time the [Formosa] contracts were entered,             
          UPE did not seek legal counsel and the contracts were very                  
          onerous to UPE and favorable to Formosa.”  When testifying about            
          which of the Formosa contracts secured the alleged promissory               
          notes, Stewart could not identify any of them.                              
               As shown by their actions, the parties intended the funds              
          advanced to be an investment in UPE.  For these reasons, we find            
          that petitioner made an equity investment in UPE and, therefore,            
          when UPE failed to repay, petitioner suffered a capital loss.               
          See Kean v. Commissioner, 91 T.C. 575, 594-600 (1988).                      
               We have considered all other arguments advanced by the                 
          parties, and to the extent that we have not addressed these                 
          arguments, we consider them irrelevant, moot, or without merit.             
               To reflect the foregoing,                                              
                                             Decision will be entered for             
                                        respondent.                                   

















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Last modified: May 25, 2011