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the Capital Fund shares (and received the sales proceeds) as
Landtrak’s “nominee” or other agent.
Of course, there may be an agency relationship between a
corporation and its sole shareholder, and the tax consequences of
property held by a genuine agent are attributed to the principal.
See Commissioner v. Bollinger, 485 U.S. 340, 349 (1988)
(corporation was agent of its shareholders); Montgomery v.
Commissioner, T.C. Memo. 1989-295 (shareholder/president was
agent of corporation). However, as the Supreme Court stated in
Bollinger, the Commissioner is entitled to demand unequivocal
evidence of the genuineness of the agency relationship, in the
corporation-shareholder context, in order to prevent avoidance of
the principle that a corporation and its shareholders are
separate taxable entities. Moline Props., Inc. v. Commissioner,
319 U.S. 436 (1943). There is no such evidence in the cases at
hand.
As we have explained, the record establishes that, contrary
to petitioners’ claims, Mrs. Comey neither acquired Landtrak’s
stock nor transferred the Capital Fund shares to Landtrak’s
capital on January 1, 1987. Moreover, there is no credible, much
less any unequivocal, evidence that Mrs. Comey transferred
beneficial ownership of the Capital Fund shares to Landtrak at
any later time and then acted as Landtrak’s agent. There is no
evidence that Landtrak or Mrs. Comey informed any third party
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