- 21 - was substantially indebted at the time of the transfer. United States v. Fernon, supra at 613 n.10; Bay View Estates Corp. v. Southerland, 154 So. at 899; Banner Constr. Corp. v. Arnold, 128 So. 2d at 896. House of Babes was insolvent after it was liquidated in August 1986 because it had no assets and no ability to pay its debts thereafter. Petitioners contend that House of Babes was not insolvent because there is no evidence that it formally assigned the buyer's note to House of Babes' shareholders. We disagree. The parties stipulated that House of Babes was liquidated in August 1986. The liquidation occurred on August 14, 1986. House of Babes had become liable for its 1984 and 1985 Federal income taxes by August 1986. Hagaman v. Commissioner, 100 T.C. 180 (1993) (liable on last day of tax year). Thus, House of Babes was substantially indebted when it transferred the note to its shareholders. Even more basically, we have found, see par. A-1- a, above, that the shareholders treated the note as theirs and payment of the principal and interest on the note by the buyers to House of Babes' shareholders shows that the note was transferred to them; it is inescapable that after that transferPage: Previous 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 Next
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