532
Opinion of the Court
burdening shareholders, who might find it difficult to obtain corporate records necessary to defend against a deficiency assessment based on an adjustment made to a corporation's return years after it was filed. The Fifth Circuit's opinion by Judge Goldberg in Green v. Commissioner, 963 F. 2d 783 (1992), neatly summarizes the appropriate response to that concern:
"First, it is not unfamiliar in the world of tax to have 'an individual's income tax return . . . dependent on records maintained by another entity.' Fehlhaber, 954 F. 2d at 658 (citing partnership and trust taxation as examples). Second, the rule generally does not impose an undue burden on the corporation or the shareholder. . . . A shareholder can 'take the necessary steps to ensure that the corporation preserves the relevant records.' Id. Such protective steps simply do not constitute an overly oppressive task for the shareholder. Bufferd, 952 F. 2d at 678. . . . Finally, we reject any suggestion that we elevate the 'perceived unfairness to taxpayers' over our duty to strictly construe in favor of the government a statute of limitation when the petitioner seeks application of the statute so as to bar the rights of the government. Fehlhaber, 954 F. 2d at 658." Id., at 789.11
Commissioner. See Leonhart v. Commissioner, 27 TCM 443 (1968),
¶ 68,098 P-H Memo TC, aff'd on other grounds, 414 F. 2d 749 (CA4 1969).
11 Petitioner additionally asserts that the returns of shareholders of a Subchapter C corporation cannot be adjusted after the limitations period has run for assessing the corporation's return, and that therefore S corporation shareholders are entitled to identical treatment. Brief for Petitioner 11-12, 21-22. However, petitioner has not provided a single authority in support of the premise of this assertion. At oral argument, the Commissioner maintained that the opposite is the case, see Tr. of Oral Arg. 27-28, relying mainly on Commissioner v. Munter, 331 U. S. 210 (1947), which, without addressing the limitations issue, allowed an adjustment of shareholders' 1940 taxes based upon the Commissioner's finding that, at the time of its creation by merger in 1928, the corporation had acquired the accumulated earnings and profits of its predecessor corpora-
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