Alpha Medical, Inc., f.k.a. Alpha Medical Management, Inc. - Page 34

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          Commissioner, 73 T.C. at 1159.  We look to this factor to                   
          determine whether Rogers was compensated differently than                   
          petitioner's other employees solely because of his status as a              
          shareholder.                                                                
               Petitioner deducted total compensation of $6,075,444 in                
          1990.  As a percentage of total compensation paid, Rogers                   
          received 73 percent, even though he constituted less than 2                 
          percent of petitioner's employees.11  Furthermore, of the total             
          compensation paid to petitioner's seven key employees (including            
          Rogers), $5,162,018, or 85.99 percent, was paid to Rogers.12                
          Moreover, the compensation of the highest paid nonshareholder,              
          Worley, was 5.1 percent of the amount paid to Rogers.  The                  
          disparity between the compensation paid to the nonshareholders              
          and that paid to the shareholder--Rogers--is patent.  Further               
          exploration of this situation is required.                                  
               Contingent compensation paid under a longstanding arm's-               
          length agreement will usually be upheld even if an incentive                
          formula results in greater compensation than the parties                    
          anticipated at the time they entered into the contract.  Owensby            
          & Kritikos, Inc. v. Commissioner, 819 F.2d at 1327, 1328;                   


               11  Thus, Rogers' compensation was almost three times                  
          greater than the total compensation paid to all of the other                
          employees.                                                                  
               12  Thus, Rogers' compensation was more than six times the             
          total amount paid the other key employees.                                  




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