Oliver Family Foundation - Page 3

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          organize and to acquire exempt organization status for                      
          petitioner.  Dr. Oliver paid Dr. Tully $10,000 for this service.            
          On December 14, 1993, Dr. Tully filed petitioner's articles of              
          incorporation (articles) with the State of Nevada's secretary of            
          state.  Petitioner was established as a Nevada nonprofit                    
          corporation.  Dr. Tully was one of the original five directors of           
          petitioner.  For each of the years 1994 through 1996, petitioner            
          filed required documents with the Nevada secretary of state                 
          listing its directors and officers.  On each of the documents,              
          Dr. Tully signed as petitioner's vice president.                            
               Dr. Tully filed the necessary forms seeking to obtain                  
          section 501(c)(3) exempt organization status for petitioner.  The           
          Internal Revenue Service (IRS) did not grant petitioner's request           
          for exempt organization status.                                             
               As petitioner failed to receive exempt organization status,            
          Dr. Oliver asked Dr. Tully to return his $10,000 fee.  As                   
          payment, Dr. Oliver received a note from Dr. Tully in the amount            
          of $10,000.  To secure the note, Dr. Tully also executed a grant            
          deed in favor of Dr. Oliver for a house in Michigan.                        
               When the foundation was originally formed, each of the                 
          directors prepared and signed undated resignation letters that              
          were kept with the corporate books.  In October 1995, Dr. Oliver            
          dated Dr. Tully's resignation letter October 13, 1995, and                  
          forwarded it to the IRS.  Also in October 1995, Dr. Tully sent              

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