George Johnson, Jr. - Page 17

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            when first received, for two reasons:  First, respondent argues                           
            that all that is required for a Form 2553 to be sufficiently                              
            complete is the signature of the authorized officer and the                               
            consent of the shareholders, citing Thompson v. Commissioner, 66                          
            T.C. 737 (1976); Brutsche v. Commissioner, 65 T.C. 1034 (1976),                           
            revd. on other grounds and remanded 585 F.2d 436 (10th Cir.                               
            1978); Garrett & Garrett, P.C. v. Commissioner, T.C. Memo. 1993-                          
            453; and Leve v. Commissioner, T.C. Memo. 1985-255.  Second,                              
            respondent argues that the second submission of the Form 2553                             
            demonstrated the validity of the original submission, permitting                          
            the original submission to be treated as complete and valid.                              
            With respect to the first argument, respondent concededly has                             
            found no case in which the election form was incomplete in                                
            content in exactly the same respects as the one at issue in this                          
            case.  However, petitioner has not cited any case where a Form                            
            2553 was found ineffective on the basis of something other than                           
            the absence of valid signatures of an authorizing corporate                               
            officer or consenting shareholders, or untimeliness of filing.                            
            In any event, we need not decide whether the signature of the                             
            authorized officer and the consent of the shareholders are                                
            sufficient in all cases; rather, as discussed below, we hold that                         
            in the circumstances of this case, petitioner is not entitled to                          
            a summary adjudication that the Form 2553 was too incomplete to                           
            be considered valid.                                                                      





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