- 27 - consolidated returns in the past and presented irrevocable proxies and an agreement dated September 30, 1988, as evidence of an earlier separation. INI, Inc., alleged that the agreement and proxies were backdated and therefore did not take effect until after September 30, 1988. This Court stated in part: "In the event that we were to determine that the execution of the irrevocable proxies occurred sometime after September 30, 1988, it would then become necessary for us to determine when the Agreement became effective and whether it was sufficient to deconsolidate the entities." Id. Here we conclude that the contemporaneous documents belie any claim that the backdated documents memorialize the actual agreement at the earlier and crucial date. See Saigh v. Commissioner, 36 T.C. 395, 420 (1961). On brief, Kolonaki argues that it has beneficial ownership of JAI stock because JAI and Kolonaki are effectively one business unit, administered as one company with Georgiou as the head of the economic entity. A similar argument was rejected in Ray Engineering Co. v. Commissioner, 42 T.C. 1120 (1964), affd. 347 F.2d 716 (3d Cir. 1965). In Ray Engineering Co., the taxpayer filed consolidated returns based on operation of the two corporations as a business unit with the same executive officer who owned all of the stock in both corporations. The Court held that there was "no common parent" within the meaning of sectionPage: Previous 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 Next
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