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below the 80 percent which petitioners claim that stock pos-
sessed. According to petitioners, the director objectionable
action provision gave the Mitsui group a contingent right to
acquire additional voting power over future actions of Alumax,
which is comparable to the contingent rights held by the holders
of the preferred stock in Erie Lighting Co. v. Commissioner,
supra, and by the holders of convertible or exchangeable stock
and unexercised options or warrants. In this connection, peti-
tioners assert:
During the period at issue the law was clear that
"voting power" was determined on the basis of actual
voting power at the time of measurement, and that any
possibility that voting power might change as a result
of an event, such as the conversion of non-voting stock
into voting stock or a purchase or redemption of stock,
even if scheduled to occur, was irrelevant. * * *
To support their position with respect to the director objection-
able action provision, petitioners rely on, inter alia, the
following cases and rulings involving certain questions raised
under the consolidation provisions:
(1) Atlantic City Elec. Co. v. Commissioner, 288 U.S. 152
(1933), which held that preferred stock with certain voting
rights was voting stock even though it was redeemable by the
issuer at any time because the holders of that stock had voting
rights with respect to the "direction of * * * [the corporate]
undertaking", id. at 156, and their voting rights remained
unimpaired until actual redemption of that stock;
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